Calculation of Purchase Price. The bank’s ownership interest in a security will be quantified one of two ways: (i) number of shares or other units, as applicable (in the case of equity securities) or (ii) par value or notational amount, as applicable (in the case of non-equity securities). As a result, the purchase price (except where determined pursuant to clause (ii) of the preceding paragraph) shall be calculated one of two ways, depending on whether or not the security is an equity security: (i) the purchase price for an equity security shall be calculated by multiplying the number of shares or other units by the applicable market price per unit; and (ii) the purchase price for a non-equity security shall be an amount equal to the applicable market price (expressed as a decimal), multiplied by the par value for such security (based on the payment factor most recently widely available). The purchase price also shall include accrued interest as calculated below (see Calculation of Accrued Interest), except to the extent the parties may otherwise expressly agree, pursuant to clause (ii) of the preceding paragraph. If the factor used to determine the par value of any security for purposes of calculating the purchase price, is not for the period in which the Bank Closing Date occurs, then the purchase price for that security shall be subject to adjustment post-closing based on a “cancel and correct” procedure. Under this procedure, after such current factor becomes publicly available, the Receiver will recalculate the purchase price utilizing the current factor and related interest rate, and will notify the Assuming Institution of any difference and of the applicable amount due from one party to the other. Such amount will then be paid as part of the settlement process pursuant to Article VIII.
Calculation of Purchase Price. The “Purchase Price” to be paid to each Originator in accordance with the terms of Article III for the Receivables and the Related Rights that are purchased hereunder from such Originator shall be determined in accordance with the following formula: PP = OB x FMVD where: PP = Purchase Price for each Receivable as calculated on the relevant Payment Date. OB = The Outstanding Balance of such Receivable on the relevant Payment Date. FMVD = Fair Market Value Discount, as measured on such Payment Date, which is equal to the quotient (expressed as percentage) of (a) one, divided by (b) the sum of (i) one, plus (ii) the product of (A) the Prime Rate on such Payment Date, times (B) a fraction, the numerator of which is the Days’ Sales Outstanding (calculated as of the last day of the Fiscal Month immediately preceding such Payment Date) and the denominator of which is 365 or 366, as applicable.
Calculation of Purchase Price. (a) No later than ten Business Days prior to the Closing Date, Sellers shall deliver, or cause to be delivered, to Buyer an unaudited schedule setting out in reasonable detail the basis of the calculation of the Pre-Closing Date Value, which calculation shall be as of the month-end for the month that is two months prior to the month in which the Effective Time occurs (the "Pre-Closing Date Value Calculation Schedule").
(b) No later than 120 days after the Closing Date, Sellers shall deliver, or cause to be delivered, to Buyer an unaudited schedule setting out in reasonable detail the calculation of the Closing Date Value, which calculation shall be as of the Effective Time (the "Closing Date Value Calculation Schedule").
(c) Unless Buyer delivers written notice to Sellers on or prior to the later of (x) the 165th day following the Closing Date or (y) the 45th day after Buyer's receipt of the Closing Date Value Calculation Schedule specifying in reasonable detail the amount, nature and basis of all disputed items, Buyer shall be deemed to have accepted and agreed to the Closing Date Value Calculation Schedule, and such Closing Date Value Calculation Schedule shall be deemed conclusive for purposes of determining the Final Purchase Price.
(d) In the event that Buyer and Sellers are unable to agree with respect to any item on the Closing Date Value Calculation Schedule within 45 days of notice of the dispute and the dispute involves either (i) the mathematical calculation of the Closing Date Value or the Final Purchase Price or (ii) the appropriate accounting treatment of any asset or liability, or item of income or expense, that affects the calculation of the Closing Date Value, then Buyer and Sellers will mutually agree to an independent public accounting firm, which will make a determination of such dispute (but not as to any other matters) based solely upon not more than two rounds of presentations by Buyer and Sellers, and not by independent review. If Buyer and Sellers are unable to agree on the choice of the independent accounting firm, the firm will be Ernst & Young LLP unless at such time either Buyer or Sellers has a primary audit relationship with Ernst & Young LLP, in which case a "big-five" accounting firm (or successor thereof) selected by lot (after excluding any firm with which either Buyer or Sellers have a primary audit relationship). The findings of such firm, which will not exceed in amount the amount claimed by either party as to any matt...
Calculation of Purchase Price. Calculation of Purchase Price............................... 4
Calculation of Purchase Price. On each Determination Date ----------------------------- (commencing with the first Determination Date following the date hereof), the Servicer shall deliver to the Buyer, the Trustee and COMPUCOM (if the Servicer is other than COMPUCOM) a report in substantially the form of Exhibit A (each --------- such report being herein called a "Purchase Report") with respect to the Buyer's --------------- purchases of Receivables from COMPUCOM
(a) that arose on or prior to the Initial Cut-Off Date (in the case of the first Purchase Report to be delivered hereunder) and
(b) that arose during the Settlement Period immediately preceding such Determination Date (in the case of each successive Purchase Report). Each Purchase Report shall designate the amount of such Receivables that were Eligible Receivables on the date of origination (or, in the case of Receivables transferred or contributed on or prior to the Initial Closing Date, on the Initial Closing Date). The "Purchase Price" (to be paid to COMPUCOM in accordance with the terms of -------------- Article III) for the Receivables and the Related Rights shall be determined in ----------- accordance with the following formula: PP = AUB X FMVD where: ----- PP = Purchase Price (to be paid to COMPUCOM in accordance with the terms of Article III) as calculated on the relevant ----------- Determination Date; AUB = For purposes of calculating the Purchase Price for Receivables on each Determination Date, the aggregate Unpaid Balance of the Receivables described in Section 1.1(a)(i) hereof that were ----------------- generated by COMPUCOM during the immediately preceding Settlement Period, less an amount equal to the sum of the aggregate Unpaid ---- Balance of all Contributed Receivables, if any, indicated on the related Purchase Report; and FMVD = "Fair Market Value Discount Factor" on the --------------------------------- determination date, which shall equal 97.79%.
Calculation of Purchase Price. The purchase price (“Purchase Price”) which is the amount funded as set forth on Schedule 1 is calculated as set forth on Schedule 1. The Purchase Price shall mean for the purposes of this Agreement with respect to an Account, the gross face value of the Account as set forth on Schedule 1 (the “Face Value”) minus the Administrative Fees as set forth on Schedule 1 minus the Discount Rate as set forth on Schedule 1. Seller acknowledges that the Purchase Price of each Account reflects its fair value. CAM shall fund to Seller the Purchase Price upon compliance by Seller with each of the terms and conditions of this Agreement.
Calculation of Purchase Price. The “Purchase Price” to be paid to each Originator for the Receivables that are purchased hereunder from such Originator shall be (i) determined in accordance with the following formula and (ii) subject to the reductions as provided in Sections 3.3(i): PP = OB x [1 - FMVD] where: PP = Purchase Price for each Receivable as calculated on the relevant Payment Date. OB = The Outstanding Balance of such Receivable on the relevant Payment Date. FMVD = 2.07% or such other percentage as agreed to between such Originator and the Company to reflect a fair market price for the Receivables.
Calculation of Purchase Price. (a) The “Purchase Price” to be paid to each Originator in accordance with the terms of Article IV for the Receivables and the Related Rights that are purchased hereunder from such Originator shall be determined in accordance with the following formula: PP = OB – [OB x FMVD] where: PP = Purchase Price for each Receivable, as calculated on the relevant Payment Date. OB = The Outstanding Balance of such Receivable on the relevant Payment Date. FMVD = Fair Market Value Discount, as measured on the relevant Payment Date.
Calculation of Purchase Price. The bank’s ownership interest in a security will be quantified as either: (i) number of shares or other units, as applicable (in the case of equity securities) or (ii) par value or notational amount, as applicable (in the case of non-equity securities). As a result, the purchase price (except where determined pursuant to clause (ii) of the preceding paragraph) will be calculated as either, depending on whether or not the security is an equity security: (i) the purchase price for an equity security will be calculated by multiplying the number of shares or other units by the applicable market price per unit; and (ii) the purchase price for a non-equity security will be an amount equal to the applicable market price (expressed as a decimal), multiplied by the par value for that security (based on the payment factor most recently widely available). The purchase price also will include accrued interest as calculated in accordance with the following paragraph, except to the extent the parties may otherwise expressly agree pursuant to clause (ii) of the preceding paragraph. If the factor used to determine the par value of any security for purposes of calculating the purchase price, is not for the period in which the Bank Closing Date occurs, then the purchase price for that security will be subject to adjustment post-closing based on a “cancel and correct” procedure. Under this procedure, after that current factor becomes publicly available, the Receiver will recalculate the purchase price utilizing the current factor and related interest rate, and will notify the Assuming Institution of any difference and of the applicable amount due from one party to the other. The resulting amount will then be paid as part of the settlement process pursuant to Article VIII.
Calculation of Purchase Price. The purchase price (“Purchase Price”) which is the amount funded as set forth on Schedule 1 is calculated as set forth on Schedule 1. The Purchase Price shall mean for the purposes of this Agreement with respect to an account, the gross face value of the Account as set forth on Schedule 1 (the “Face Value”) minus the Administrative Fees as set forth on Schedule 1 minus the Discount Rate as set forth on Schedule 1. Seller acknowledges that the Purchase Price of each Account reflects its fair value. CAM shall fund to Seller the Purchase Price upon compliance by Seller with each of the terms and conditions of this Agreement. ELECTRONICALLY FILED - 2018 Jan 22 8:48 AM - GREENVILLE - COMMON PLEAS - CASE#2018CP2300370
