APPORTIONMENT OF INITIAL CONSIDERATION Sample Clauses

APPORTIONMENT OF INITIAL CONSIDERATION. The Initial Consideration shall be apportioned between the Shares, the Irish Shares and the Licence as follows:
Sample 1
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APPORTIONMENT OF INITIAL CONSIDERATION. Description of assets and liabilities transferred Total Valuation for the Business as at Accounts Date (SGD) Revised valuation as at Accounts Date (SGD) Apportionment of Consideration (GBP) (Based on a rate of exchange of GBP 1 = SGD 2.127) ASSETS Debt securities 95,598,131 95,598,131 44,945,055 Cash and deposits 170,130,000 43,794,000 20,589,563 Investment income due or accrued 161,200 161,200 75,787 Outstanding premiums and agents’ balances 65,567,814 65,567,814 30,826,429 Deposits withheld by cedents 1,303,513 1,303,513 612,841 Reinsurance recoverables (on paid claims) 2,406,228 2,406,228 1,131,278 Fixed assets (excluding the Lease) 1,203,270 1,203,270 565,712 Interfund Balances and IntraGroup Balances (due from) 27,771,238 27,771,238 13,056,529 Other assets 2,506,861 2,506,861 1,178,590 The Lease 0 0 0 Goodwill 0 -44,075,674 72,478,009 LIABILITIES Policy liabilities (Net) -144,381,275 -144,381,275 -67,880,242 Reinsurance deposits -5,726,323 -5,726,323 -2,692,206 Amounts owing to insurers -23,224,052 -23,224,052 -10,918,689 Interfund Balances and IntraGroup Balances (due to) -8,011,544 -8,011,544 -3,766,593 Others -14,893,387 -14,893,387 -7,002,063 Head Office Account -126,336,000 0 0 Equity -44,075,674 0 0 EXECUTION VERSION SCHEDULE 4 THE PROPERTY
Sample 1
APPORTIONMENT OF INITIAL CONSIDERATION. Description of assets and liabilities transferred Valuation as at Accounts Date (HKD) Revised valuation as at Accounts Date (HKD) Apportionment of Consideration (GBP) (Based on a rate of exchange of GBP 1 = HKD 13.291) ASSETS Equipment (excluding the Lease) 2,078,562 2,078,562 156,389 Intangible assets (other than deferred acquisition costs) 304,019 304,019 22,874 Available-for-sale investments 563,649,790 563,649,790 42,408,381 Deferred acquisition costs 73,269,597 73,269,597 5,512,723 Reinsurance assets 392,290,585 392,290,585 29,515,506 Insurance debts 433,049,999 433,049,999 32,582,198 Other debtors and deposits 15,155,138 15,155,138 1,140,256 Amounts due from related companies 32,089 32,089 2,414 Deferred tax assets 37,407,617 0 0 Bank balances and cash 833,821,657 716,135,398 53,881,228 The Lease 0 0 0 Goodwill 63,000,000 269,951,992 57,010,886 LIABILITIES Insurance liabilities -2,249,118,637 -2,249,118,637 -169,221,175 Amount due to insurers and reinsurers -142,784,966 -142,784,966 -10,742,981 Other creditors and accrued charges -36,679,590 -36,679,590 -2,759,731 Amounts due to related companies -28,527,976 -28,527,976 -2,146,413 Retirement fund liability -8,806,000 -8,806,000 -662,554 Head Office Account -117,686,259 0 0 Investment Revaluation Reserve -1,521,429 0 0 Accumulated Losses 171,065,804 0 0 EXECUTION VERSION SCHEDULE 4 THE PROPERTY
Sample 1

Related to APPORTIONMENT OF INITIAL CONSIDERATION

  • Initial Consideration On the Effective Date, Retrocessionaire shall reimburse Retrocedant for one hundred percent (100%) of any and all unearned premiums paid by Retrocedant under such Inuring Retrocessions net of any applicable unearned ceding commissions paid to Retrocedant thereunder.

  • Additional Consideration Retrocessionaire agrees to pay under the Inuring Retrocessions all future premiums Retrocedant is obligated to pay pursuant to the terms of the Inuring Retrocessions to the extent that such premiums are allocable to Retrocessionaire in the manner set forth in Exhibit E hereto, and not otherwise paid by Retrocessionaire and to indemnify Retrocedant for all such premiums paid directly by Retrocedant, net of any ceding commissions and similar amounts paid by Third Party Retrocessionaires to Retrocedant.

  • Additional Considerations For each mediation or arbitration:

  • Total Consideration The aggregate consideration (the "Consideration") payable by the Surviving Partnership in connection with the merger of the Merged Partnership with and into the Surviving Partnership shall be $8,275,000, subject to adjustments at Closing pursuant to Section 3.9 and costs paid pursuant to Section 3.10(c) and Section 3.11, plus the amount of any tax or other reserves held by the Existing Lender (hereinafter defined).

  • Closing Consideration The closing consideration shall be delivered at the Closing as follows:

  • No Additional Consideration For the avoidance of doubt, the transfer of any Assets under this Section 2.8 shall be effected without any additional consideration by either party.

  • Earn-Out Consideration (a) If the earnings before taxes (the "EBT") of the Company for the twelve months ending December 31, 1998, increased by amounts in respect of those items set forth on Schedule 2.5 that affected net income during the period from January 1, 1998 through the Closing Date and decreased by the amount of UniCapital corporate overhead allocated to the Company for the period from the Closing Date through December 31, 1998 (the "Adjusted 1998 EBT"), exceeds the EBT of the Company for the twelve months ending December 31, 1997, inclusive of the add-backs set forth on Schedule 2.5 (the "Adjusted 1997 EBT"), then the Stockholders shall be entitled to receive one-half of the difference between the Adjusted 1998 EBT and the Adjusted 1997 EBT.

  • Initial Escrow Amount; Issuance of Escrow Receipts The Escrow Agent hereby directs the Underwriters to, and the Underwriters hereby acknowledge that on the date hereof they shall, irrevocably deliver to the Depositary on behalf of the Escrow Agent, an amount in U.S. dollars (“Dollars”) and immediately available funds equal to $289,358,000 for deposit on behalf of the Escrow Agent with the Depositary in accordance with Section 2.1 of the Deposit Agreement. The Underwriters hereby instruct the Escrow Agent, upon receipt by the Depositary of such sum from the Underwriters, to confirm such receipt by executing and delivering to the Pass Through Trustee an Escrow Receipt in the form of Exhibit A hereto (each, an “Escrow Receipt” and, collectively, the “Escrow Receipts”) (a) to be affixed by the Pass Through Trustee to each Certificate and (b) to evidence the same percentage interest (the “Escrow Interest”) in the Account Amounts (as defined below) as the Fractional Undivided Interest in the Pass Through Trust evidenced by the Certificate to which such Escrow Receipt is to be affixed. The Escrow Agent shall provide to the Pass Through Trustee for attachment to each Certificate newly issued under and in accordance with the Pass Through Trust Agreement an executed Escrow Receipt as the Pass Through Trustee may from time to time request Escrow and Paying Agent Agreement (Class A) (American Airlines 2019-1 Aircraft EETC) of the Escrow Agent. Each Escrow Receipt shall be registered by the Escrow Agent in a register (the “Register”) maintained by the Escrow Agent in the name of the same holder that is the holder of the Certificate to which such Escrow Receipt is attached and may not thereafter be detached from such Certificate to which it is to be affixed. No Escrow Receipt may be assigned or transferred except in connection with the assignment or transfer of the Certificate to which such Escrow Receipt is affixed. After the termination of the Deposit Agreement (or, if applicable, any Replacement Deposit Agreement), no additional Escrow Receipts shall be issued and the Pass Through Trustee shall request the return to the Escrow Agent for cancellation of all outstanding Escrow Receipts.

  • Acquisition Consideration As consideration for the sale of the Company Membership Interests of the Sellers to Buyer, Buyer shall immediately issue and deliver to Sellers that number of shares (rounded upward to the nearest whole share) of Buyer’s voting common stock, par value $0.001 per share (the “Buyer Common Stock”) as set forth in Schedule 2.02. The issuance and delivery of the Acquisition Shares is intended to be exempt from the registration requirements of the Securities Act pursuant to 4(2) thereof and Rule 506 of Regulation D promulgated thereunder; and exempt from the registration or qualification requirements of any applicable state securities laws. As a result, the Acquisition Shares may not be offered, sold, or transferred by the holder thereof until either a registration statement under the Securities Act or applicable state securities laws shall have become effective with regard thereto, or an exemption under the Securities Act and applicable state securities laws is available with respect to any proposed offer, sale or transfer.

  • Transaction Consideration The Transaction Consideration;

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