Excluded Charges definition

Excluded Charges means non-recurring charges incurred in respect of restructurings, plant closings, headcount reductions or other similar actions, including severance charges in respect of employee terminations; provided that the aggregate amount of Excluded Charges shall not exceed (a) $15,000,000 during the term of this Agreement and (b) $7,500,000 during any one fiscal year.

Excluded Charges means, collectively, all costs or expenses incurred during the period from the date of this Agreement through the Closing Date in connection with securing or maintaining directors’ and officers’ liability insurance to cover the liability of directors and officers of (a) Albireo for acts, errors, omissions, facts or events occurring on or before the Closing Date and (b) Company; provided, with respect to any directors’ and officers’ liability insurance that may be purchased by Company pursuant the first sentence of Section 6.5, Excluded Charges shall be limited to 75% of the aggregate amount expended for such insurance.

Excluded Charges means (a) the non-recurring charges to be incurred in respect of the restructurings, plant closings or similar actions expected to be taken in connection with the Borrower's facilities in Scunthorpe, U.K. and Birmingham, Alabama and the CT Film Acquisition, and (b) any other such non-recurring charges incurred in respect of any restructurings, plant closings or similar actions during the eighteen-month period commencing on the Effective Date, provided that the cash portion of charges referred to in this clause (b) shall be limited to $8,000,000.

Examples of Excluded Charges in a sentence

• No credit is granted for any Excluded Charges, as set out in writing by the Company from time to time, which are payable per separate payment and invoice terms.

• DONOVAN 3 203 North LaSalle Street, Suite 1900 Chicago, IL 60601 4 appearing for Coalition of Energy Suppliers; 5 MR.

• All Taxes (other than Excluded Charges) payable by the Company shall have been paid by the Company, subject to the Company's rights of contest pursuant to the Lease.

• The making of any Advance, and maintenance thereof, by any Note Purchaser shall not be prohibited by any applicable Law (including, without limitation, Regulation G, Regulation T, Regulation U or Regulation X and any applicable usury Laws) and shall not subject any Note Purchaser to any Tax (other than Excluded Charges and any Tax paid by the Company pursuant to Sections 6.03 and 9.14), penalty, liability or other onerous condition under or pursuant to any applicable Law.

• Deduction may be made, if required to be made by Law, in the case of payments made to each Purchaser, the Agent or the Trustee, as the case may be, for each of the Excluded Charges.

More Definitions of Excluded Charges

Excluded Charges means, with respect to any fiscal quarter ending on the date specified below, the amount set forth opposite such date: Date Amount ---- ------ June 30, 2002 $12,500,000 September 30, 2002 $9,500,000 December 31, 2002 $6,250,000 March 31, 2003 $3,250,000

Excluded Charges means (a) non-recurring charges taken during the

Excluded Charges means any non-recurring after-tax charges taken by the Borrower after the date of consummation of the Spin-Off Transactions and prior to December 31, 2001, including, but not limited to, charges incurred to restructure operations and/or exit certain activities, including employee termination benefits and other costs.

Excluded Charges means (a) the aggregate after-tax amount of any non-recurring charges (up to an aggregate amount of $300,000,000) taken after September 30, 2001 and on or before December 31, 2002, including, but not limited to, charges incurred to restructure operations and/or exit certain activities, including employee termination benefits and other costs and (b) the amount of any reduction in goodwill and/or cumulative effect adjustment associated with the Borrower’s adoption of SFAS 142.

Excluded Charges without duplication, all (i) transaction fees, costs and expenses incurred in connection with the Recapitalization Transactions and (ii) with respect to any Permitted Acquisition or any Disposition of assets outside of the ordinary course of business permitted by Section 7.5, all adjustments (including, without limitation, operating and expense reductions and other synergistic benefits) as would be permitted pursuant to Regulation S-X under the Securities Act of 1933, as amended.

Excluded Charges means the Strategic Alliance Charges and the Residual Valuation Charge."

Excluded Charges means, collectively, (i) all income and franchise taxes imposed on any holder of this Note, (ii) 50% of all Governmental Charges, and (iii) in the case of a non-US holder of this Note, any United States withholding tax that is required to be imposed on amounts payable to such non-US holder under or in respect of this Note or securities into which this Note may be converted.