Calculation of Purchase Price Sample Clauses
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. 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. On each Servicer Report Date, the Servicer shall deliver to the Company, the Agent and Originator (if the Servicer is other than Originator) a report in substantially the form of Exhibit A (each such report being herein called a "PURCHASE REPORT") with respect to the matters set forth therein and the Company's purchases of Receivables from Originator
(a) that are to be made on the Closing Date (in the case of the Purchase Report to be delivered on the Closing Date), or
(b) that were made during the period commencing on the Servicer Report Date immediately preceding such Servicer Report Date to (but not including) such Servicer Report Date (in the case of each subsequent Purchase Report). The "PURCHASE PRICE" (to be paid to Originator in accordance with the terms of ARTICLE III) for the Receivables and the Related Rights that are purchased hereunder 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. 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 plus .50% and (B) a fraction, the numerator of which is the Average Maturity (calculated as of the last day of the calendar month next preceding such Payment Date) and the denominator of which is 365, plus (iii) in the event that the Loss to Liquidation Ratio (as calculated the last day of the calendar month next preceding such Payment Date) exceeds .35%, an amount equal to such excess.
Calculation of Purchase Price. (a) At the Closing, (i) Buyer (on behalf of Buyer Sub) shall pay to the Sellers in consideration of the shares of Common Stock (excluding Rollover Shares) to be purchased by Buyer pursuant to Section 1.1 a cash amount equal to the product of (x) the number of shares of Common Stock (excluding Rollover Shares) held by such Seller, if any, prior to the Closing and (y) the Per Share Amount and (ii) Buyer shall issue to each Seller in exchange for the Rollover Shares held by such Seller, if any, to be exchanged pursuant to Section 1.3 a number of shares of Buyer Common Stock equal to the product of (x) the number of Rollover Shares held by such Seller, if any, and (y) the Rollover Ratio.
(b) At the Closing, (i) Buyer (on behalf of Buyer Sub) shall cause the Company Group to pay to the Sellers in consideration of the cancellation of the outstanding Stock Options (excluding Rollover Options) pursuant to Section 1.2 a cash amount (less any required withholding amounts for payroll or withholding Taxes and, as applicable, such option holder’s pro rata share of the Indemnity Escrow Amount, the WC Escrow Amount and the Representative Retention Amount) equal to the product of (x) the number of Stock Options (excluding Rollover Options) held by such Seller, if any, prior to the Closing and (y) the applicable Per Option Amount and (ii) Buyer shall issue to each Seller in exchange for the Rollover Options held by each Seller, if any, to be exchanged pursuant to Section 1.3 a number of options to acquire Buyer Common Stock upon substantially the same material terms and conditions as were in effect under the applicable option agreement with respect to such Rollover Options prior to the Closing; provided that the number of shares of Buyer Common Stock subject to such new options (for which any Rollover Options shall have been exchanged) shall be multiplied by the Rollover Ratio (rounded down to the nearest share) and the exercise price per share shall be divided by the Rollover Ratio (rounded up to the nearest xxxxx); provided, further, that such new options to acquire Buyer Common Stock shall be subject to the terms of any new stock option plan of Buyer and that such new stock option plan of Buyer shall not cause such new options to be treated as deferred compensation within the meaning of Section 409A of the Code. All Stock Options, including Rollover Options, shall be vested immediately prior to the Closing.
(c) The payments required pursuant to this Section 3.2 shall be...
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 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