Costs of definition

Costs of implementation: The reasonable costs incurred in implementing and giving effect to any amendments agreed under Clauses 11.3 or 11.4 shall be borne by the Parties equally. The costs will be determined on a pass-through, open book basis. Costs that are excluded are: costs incurred by the Supplier at the date of the Amendment Notice in connection with assessing and mitigating against the Relevant Change Effect; and costs that the Supplier has incurred or will incur on any separate upgrade, modification or development of its systems that the Supplier is carrying out.
Costs of. Year 2000" Modifications. The estimated costs to the Company and its Subsidiaries of "Year 2000" modifications to their computer systems and software do not exceed $100,000.
Costs of. Year 2000" Modifications 13 3. Representations and Warranties of each Purchaser 13 3.1. Organization and Qualification 13 3.2. Due Authorization 13 3.3. Conflicting Agreements and Other Matters 14 3.4. Actions Pending; Compliance with Laws 14 3.5. Acquisition for Investment 14 3.6. Brokers or Finders 14 3.7. Accredited Investor 14 4. Registration, Exchange and Transfer of Notes 15 4.1. Authorized Denominations of Notes 15 4.2. The Note Register; Persons Deemed Owners 15 4.3. Issuance of New Notes Upon Exchange or Transfer 15 4.4. Lost, Stolen, Damaged and Destroyed Notes 15 5. Payment of Notes 15 5.1. Home Office Payment 15 5.2. Limitation on Interest 16 5.3. Interest 16 5.4. Business Day 16 6. Covenants of the Company 16 6.1. Payment of the Notes 16 6.2. Financial Covenants 16 6.3. Limitation on Senior Equity Securities 17 6.4. Merger; Purchase and Sale of Assets 18 6.5. Compliance with Laws 18 6.6. Limitation on Agreements 18 6.7. Preservation of Franchises and Existence 18 6.8. Insurance 19 6.9. Payment of Taxes and Other Charges 19 6.10. Effect of Certain Breaches 19 6.11. ERISA 20 6.12. Financial Statements and Other Reports 20 6.13. Inspection of Property 21 6.14. Rights of First Offer 21 6.15. Lost, Stolen, Damaged and Destroyed Stock Certificates 22 6.16. Related Party Transactions 22 6.17 Operations in Accordance with Business Plan. 23 6.18. Notice of Breach 23 7. Restrictions on Transfer 23 8. Events of Default and Remedies 23 8.1. Events of Default 23 8.2. Acceleration of Maturity 25 8.3. Other Remedies 25 8.4. Conduct Not a Waiver; Collection Expenses 26 8.5. Annulment of Acceleration 26 8.6. Remedies Cumulative 26 8.7. Limitations 26 9. Redemption. 27 9.1. Optional Redemption 27 9.2. Mandatory Redemption 27 9.3. Procedures for Partial Redemption 27 9.4. Change in Control 28 9.5. Redemption Procedures 28 10. Subordination of Notes 28 10.1. Subordination of Notes to Senior Indebtedness 28 10.2. Proofs of Claim of Holders of Senior Indebtedness; Voting 31 10.3. Rights of Holders of Senior Indebtedness Unimpaired 31 10.4. Effects of Event of Default 31 10.5. Company's Obligations Unimpaired 31 10.6. Subrogation 32 11. Interpretation. 32 11.1 Definitions. 32 11.2. Accounting Principles 37 12. Miscellaneous 37 12.1. Payments 37 12.2. Severability 37 12.3. Specific Enforcement 37 12.4. Entire Agreement 38 12.5. Counterparts 38 12.6. Notices and Other Communications 38 12.7. Amendments; Waivers 39 12.8. Cooperation 39 12.9. Successors and Assigns 40 1...

Examples of Costs of in a sentence

  • The Cost of Capital Rate shall equal the proposed Weighted Costs of Capital plus Federal Income Taxes and State Income Taxes.

  • The following provisions shall apply with respect to charges for the Costs of the Interconnected Transmission Owner for which the Interconnection Customer is responsible.

  • Interconnection Customer acknowledges that its ultimate cost responsibility in accordance with Section 217 of the Tariff will be based upon the actual Costs of the facilities described in the Specifications, whether greater or lesser than the amount of the payment security provided under this section.

  • The required additional Security shall be in an amount equal to the amount necessary to gross up fully for currently applicable federal and state income taxes the estimated Costs of Local Upgrades and Network Upgrades for which Interconnection Customer previously provided Security.

  • A description of the facilities required and an estimate of the Costs of these facilities are included in Sections 3.0 and 4.0 of the Specifications to this ISA.

  • Costs of arbitration, including attorney fees, will be allocated by the arbitrator.

  • In this connection, this indemnification shall cover all Indemnified Costs of any Indemnified Party in connection with any deposition of any Indemnified Party or compliance with any subpoena (including any subpoena requesting the production of documents).

  • Costs of fund raising, including financial campaigns, solicitation of gifts and bequests, and similar expenses incurred to raise capital or obtain contributions, are unallowable regardless of the purpose for which the funds will be used.

  • Responsibility for the Costs of the Transmission Owner Interconnection Facilities shall be assigned in accordance with Section 217 of the Tariff, as applicable, and shall be stated in the Interconnection Service Agreement.

  • Costs of the mediation shall be borne equally by the parties involved in the matter, except that each party shall be responsible for its own expenses.

Related to Costs of

  • Costs For any Person, any claims, losses, damages, penalties, fines, forfeitures, reasonable and necessary legal fees and related costs, judgments, and other costs and expenses of such Person.

  • Costs and fees means all reasonable pre-award expenses of the arbitration, including the arbitrators' fees, administrative fees, travel expenses, out-of-pocket expenses such as copying and telephone, court costs, witness fees and attorney's fees. Upon the request of a party, the arbitrators' award shall include findings of fact and conclusion of law. The arbitrators shall provide copies of such award to the parties. Any award may be entered by the prevailing party in any court of competent jurisdiction.

  • Costs of the Project means Recipient’s actual costs (including any financing costs properly allocable to the Project) that are (a) reasonable, necessary and directly related to the Project, (b) permitted by generally accepted accounting principles to be Costs of the Project, and (c) are eligible or permitted uses of the Financing Proceeds under applicable state or federal statute and rule.

  • Related Expenses means any and all costs, liabilities, and expenses (including, without limitation, losses, damages, penalties, claims, actions, reasonable attorney's fees, legal expenses, judgments, suits and disbursements) reasonably incurred by, or imposed upon, or asserted against, Lender in any attempt by Lender:

  • Expenses shall include all direct and indirect costs, fees and expenses of any type or nature whatsoever, including, without limitation, all reasonable attorneys’ fees and costs, retainers, court costs, transcript costs, fees of experts, witness fees, travel expenses, fees of private investigators and professional advisors, duplicating costs, printing and binding costs, telephone charges, postage, delivery service fees, fax transmission charges, secretarial services and all other disbursements, obligations or expenses in connection with prosecuting, defending, preparing to prosecute or defend, investigating, being or preparing to be a witness in, settlement or appeal of, or otherwise participating in, a Proceeding (as defined below), including reasonable compensation for time spent by Indemnitee for which he or she is not otherwise compensated by the Company or any third party. Expenses also shall include Expenses incurred in connection with any appeal resulting from any Proceeding (as defined below), including without limitation the principal, premium, security for, and other costs relating to any cost bond, supersedeas bond, or other appeal bond or its equivalent. Expenses, however, shall not include amounts paid in settlement by Indemnitee or the amount of judgments or fines against Indemnitee.