True-Ups. All of the Shares to be issued to the Consultant hereunder shall be considered to be “Investor Registrable Securities” under the Registration Rights Agreement dated May 24, 2021 and June 3, 2021 (“Registration Rights Agreement”) by and between the Investor and the Company and shall have all of the rights that the other such Investor Registrable Securities have in accordance therewith. In addition, for good and valuable consideration, the receipt of which is hereby acknowledged by the Company, if the closing price of one share of the Common Stock issued under the Consulting Agreement as amended, on its first day of trading on a national securities exchange immediately following the date upon which the Lock-Up expires, is below the per share offering price in the Company’s final prospectus, the Company agrees to issue to the Consultant, without further payment by the Consultant, a number of shares of Common Stock (“Additional Shares”) equal to the following formula: ● Step 1: X multiplied by CP = Y ● Step 2: X multiplied by OP = W ● Step 3: If W is equal to Y, there shall be no adjustment;
True-Ups. 10.1 Additions, assignments and substitutions. Before the beginning of each fiscal year, the Project Board will consider for approval any proposed additions, assignments, and substitutions proposed under the process set forth in Section 20.
True-Ups. All of the Additional Incentive Shares to be issued to the Investor hereunder shall be considered to be “Investor Registrable Securities” under the Registration Rights Agreement dated May 24, 2021 and June 3, 2021 (“Registration Rights Agreement”) by and between the Investor and the Company and shall have all of the rights that the other such Investor Registrable Securities have in accordance therewith. In addition, for good and valuable consideration, the receipt of which is hereby acknowledged by the Company, if the closing price of one share of the Common Stock issued under this Extension Agreement on its first day of trading on a national securities exchange immediately following the date upon which the Lock-Up expires, is below the per share offering price in the Company’s final prospectus, the Company agrees to issue to the Investor, without further payment by the Investor a number of shares of Common Stock (“Additional Shares”) equal to the following formula: ● Step 2: X multiplied by OP = W ● Step 3: If W is equal to Y, there shall be no adjustment;
True-Ups. J.5.1. The Transmitter shall carry out true-up calculations in accordance with section 6.5 of the Code.
J.5.2. For the purposes of enabling the Transmitter to carry out a true-up calculation referred to in section J.5.1, the Customer shall provide the Transmitter with an updated load forecast. The Parties shall amend Attachment J1 to reflect that updated load forecast.
J.5.3. Where the Customer voluntarily and permanently disconnects any facilities from the Transmitter’s facilities prior to the last applicable true-up point determined in accordance with section 6.5.3 of the Code, the transmitter shall at the time of disconnection carry out a final true-up calculation as required by section 6.5.11 of the Code.
J.5.4. Where the Transmitter has carried out a true-up calculation under section J.5.1 or J.5.3:
(a) the Customer shall make a payment to the Transmitter where the results of the true-up calculation so require as set out in section 6.5.6 or 6.5.11 of the Code; or
(b) the Transmitter shall credit or rebate an amount to the Customer where the results of the true-up calculation so require as set out in section 6.5.7 or 6.5.11 of the Code.
1.1. The Parties shall record the Customer’s assigned capacity from time to time as required using the following table or using such other table as the Parties may agree.
True-Ups. Once the volume of a Crude Oil Lot has been delivered to a Delivery Point or an Alternate Delivery Point and all pipeline statements related to such Crude Oil Lot have been received, Vitol shall prepare and deliver to Coffeyville an invoice (the “True-Up Invoice”) that corrects the Withdrawal Invoices previously issued related to such Crude Oil Lot to reflect the actual prices and actual volumes applicable to each component of the Transfer Price for each such Crude Oil Lot. Vitol shall have the right to issue additional True-Up Invoices until all numbers are final and accurate. In addition, if the actual volume of a Crude Oil Lot differs from the volumes used in calculating the Withdrawal Invoices, then the true-up for such volume correction shall use the Transfer Prices applicable to such Crude Oil Lot. In the event that the sum set forth in the True-Up Invoice is greater than the sum set forth in the Withdrawal Invoices, the difference shall be paid by Coffeyville to Vitol; however, if the sum set forth in the Withdrawal Invoice exceeds the sum set forth in the True-Up Invoice, the difference shall be paid by Vitol to Coffeyville. All amounts due and owing hereunder (the “True-Up Payment”) shall be paid by the owing Party to the other Party on the next Business Day following Coffeyville’s receipt of the corrected invoice.
True-Ups. There shall be two true ups resulting from the publishing of final data for any calendar year: (A) the *** True Up; and (B) the PPI True Up.
(A) True Up. The *** True Up shall be based on retroactive application of the Adjusted Price determined by the September 10 Adjustment to all calendar year-to-date shipments of Cliffs Pellets. Cliffs shall calculate and deliver to AK Steel an invoice stating whether such calculation results in a debit or credit to AK Steel ("*** True Up Invoice"). The *** True Up Invoice shall be delivered on or before September 15 each year. Any amounts due to or from AK Steel as a result of the *** True Up Invoice shall be due and payable on or before September 30 of the then current year.
True-Ups. SKC may perform true-ups to determine if additional hardware and/or software licenses have been added to supported Products and xxxx for any additional fees that are applicable.
True-Ups. If (1) the Allocation Period for Non-Safe Harbor Matching Contributions is a computation period that is less than the Plan Year, and (2) on the last day of any Plan Year, the dollar amount of the Non-Safe Harbor Matching Contributions made on behalf of a Benefiting Participant is less than the dollar amount that would have been made had the Non-Safe Harbor Matching Contributions been contributed for an Allocation Period of a Plan Year, then the Employer may elect, pursuant to the Employer’s discretion, for any Plan Year to make an additional Non-Safe Harbor Matching Contribution so that the Non-Safe Harbor Matching Contribution contributed for a Benefiting Participant is equal to the Non-Safe Harbor Matching Contribution that would have been made had the Non-Safe Harbor Matching Contributions been contributed for an Allocation Period of the Plan Year. However, any such additional Non-Safe Harbor Matching Contributions can only be made to the Plan on a uniform, nondiscriminatory basis. In order to determine the group of Participants who are eligible to receive the additional Non-Safe Harbor Matching Contributions of this paragraph, the Employer may impose allocation conditions that are different from the allocation conditions used to determine Benefiting Participants for purposes of other Non-Safe Harbor Matching Contributions.
True-Ups. If (1) the Allocation Period for either ADP Safe Harbor Matching Contributions and/or ACP Safe Harbor Matching Contributions (which contributions, for purposes of this paragraph, will hereafter be known as “Safe Harbor Matching Contributions”) is a computation period that is less than the Plan Year, and (2) on the last day of any Plan Year, the dollar amount of the Safe Harbor Matching Contributions made on behalf of a Benefiting Participant is less than the dollar amount that would have been made had the Safe Harbor Matching Contributions been contributed for an Allocation Period of a Plan Year, then the Employer may elect, pursuant to the Employer’s discretion and subject to any Safe Harbor Notice requirements, for any Plan Year to make an additional Safe Harbor Matching Contribution so that the Safe Harbor Matching Contribution contributed for a Benefiting Participant is equal to the Safe Harbor Matching Contribution that would have been made had the Safe Harbor Matching Contributions been contributed for an Allocation Period of the Plan Year. However, any such additional Safe Harbor Matching Contributions can only be made to the Plan on a uniform, nondiscriminatory basis.
True-Ups. Within thirty (30) days after the filing of any WEX Return for Income Taxes for a Taxable Year (other than a Tax Return with respect to estimated Income Taxes), WEX shall submit to Cendant a preliminary determination of (i) the Hypothetical Tax Liability for such entire Taxable Year and (ii) the Actual Tax Liability shown on such Tax Return and, upon review by Cendant, shall promptly make adjustments to such determination to the extent reasonably requested by Cendant. Within five (5) days after finalizing such determination, WEX shall pay to Cendant the excess, if any, of (A) eighty-five percent (85%) of the excess, if any, of such Hypothetical Tax Liability over such Actual Tax Liability over (B) the aggregate amount previously paid by WEX to Cendant under Section 3.01 with respect to such Taxable Year. Any excess of (A) the aggregate amount previously paid by WEX to Cendant under Section 3.01 with respect to such Taxable Year over (B) eighty-five percent (85%) of the excess of such Hypothetical Tax Liability over such Actual Tax Liability shall offset to the extent of such excess the next succeeding payment(s) otherwise due from WEX to Cendant under Sections 3.01 and/or 8.02.
