R&W Costs definition
Examples of R&W Costs in a sentence
If the Closing does not occur and this Agreement is terminated as a result of a default by the Vendors under this Agreement, the Vendors collectively shall reimburse the Purchaser for [**] percent ([**]%) of the R&W Costs within [**] of the termination of this Agreement and this obligation shall survive the termination of this Agreement.
This is for several reasons, but mainly because of the people influencing the company's strategy and also because they are to implement.
If (a) the Closing does not occur and this Agreement is terminated as a result of a default by the Purchaser under this Agreement, or (b) the Closing does not occur by May 31, 2024 and this Agreement is terminated as a result thereof, the Vendors shall not reimburse the Purchaser for any of the R&W Costs.
The Buyer shall pay or cause to be paid to the R&W Insurers, all costs and expenses related to the R&W Insurance Policies, including the total premium, underwriting costs, brokerage commission, due diligence fees, Taxes related to such policy and other fees and expenses of such policy (“R&W Costs”); provided, that the Seller shall reimburse the Buyer for fifty percent (50%) of all R&W Costs as a Company Transaction Expense.
Notwithstanding the foregoing, Seller shall be responsible for all R&W Costs up to $750,000, provided that for the avoidance of doubt, Seller’s obligation with respect to R&W Costs shall not exceed $750,000 and Buyer shall be responsible for any R&W Costs in excess of $750,000.
All costs and expenses, including any such premiums, taxes and fees, associated with procuring and maintaining the R&W Policy (the “R&W Costs”), including any work fees and premiums, shall be borne equally by the Buyer, on the one hand, and Seller Parent, on the other hand; provided, that, notwithstanding the foregoing, Seller Parent shall not be responsible for any portion of R&W Costs allocable to the procurement and maintenance of aggregate coverage limits under the R&W Policy above $20,000,000.
Kaiser Permanente is dedicated to care innovations, clinical research, health education, and the support of community health.
The Sellers shall reimburse the Purchaser for 50% of the R&W Costs upon receipt of documentation evidencing the payment of all such R&W Costs by the Purchaser.
The R&W Costs shall be determined from reasonable supporting documentation available to Buyer, which shall be provided by Buyer to Seller at least six business days prior to the Closing Date.