James R. Palmer and Linda D. Palmer - Page 12




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          day or two.6  Mr. Harris approved, with very minor changes in               
          several instances, the aggregate amount of fees and expenses                
          claimed in each of those monthly invoices.7                                 
               After Mr. Harris completed Olin Ordnance’s invoice review              
          process with respect to each of Mr. Palmer’s monthly invoices               
          0006 through 0010, Mr. Harris promptly returned each such ap-               
          proved invoice to Mr. Palmer, and Mr. Palmer promptly forwarded             
          each such invoice to Ms. Svarzkopf at Olin Ordnance’s Florida               
          office.  Ms. Svarzkopf completed Olin Ordnance’s invoice payment            
          authorization process of each of Mr. Palmer’s approved monthly              
          invoices 0006 through 0010 within a few days after having re-               
          ceived each such invoice.  She thereafter promptly forwarded each           
          such invoice to Olin Ordnance’s accounts payable department for             
          payment.                                                                    
               As required by paragraph 6 of the Marion plant/Palmer                  
          consulting agreement, Olin Ordnance paid Mr. Palmer the amount              
          that it owed to him with respect to each of his approved monthly            
          invoices 0006 through 0010 within 30 days after Mr. Harris, on              


               6The one exception relates to Mr. Palmer’s monthly invoice             
          0008.  Mr. Palmer submitted that monthly invoice on Dec. 22,                
          1994, and Mr. Harris completed Olin Ordnance’s invoice review               
          process and approved it on Jan. 4, 1995.                                    
               7For convenience, we shall refer to Mr. Palmer’s monthly               
          invoices as approved by Mr. Harris (and, as discussed below, by             
          D.E. Findley) on behalf of Olin Ordnance as approved monthly                
          invoices, even though in several instances there were very minor            
          changes to some of the amounts of fees and/or expenses claimed in           
          certain of those invoices.                                                  





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