Final Determination of Net Discounted Receivable Amount or Net Discounted Payable Amount Sample Clauses

Final Determination of Net Discounted Receivable Amount or Net Discounted Payable Amount. Not later than forty-five (45) days after the date of the Closing, Inso shall prepare and deliver to the Buyer a statement setting forth in reasonable detail its final determination of the Net Discounted Receivable Amount, if any, or the Net Discounted Payable Amount, if any. Following receipt of such statement, the Buyer shall have thirty (30) days to review the statement and to either accept the determination of Inso as the Net Discounted Receivable Amount or the Net Discounted Payable Amount, as applicable, or give written notice to Inso setting forth in reasonable detail the Buyer's objection thereto. In the event that the Buyer fails to give Inso written notice of its objection to Inso within such thirty (30) day period, the Buyer shall be deemed to have accepted Inso's determination and such determination shall be final and binding. In the event that the Buyer gives written notice to Inso of its objection within such thirty (30) day period, then Inso and the Buyer shall promptly attempt to reconcile in good faith their differences as to the items subject to the Buyer's objection. If Inso and the Buyer are unable to reach a resolution of such differences within thirty (30) days following the date on which the Buyer delivered its notice of objection to Inso, then Inso and the Buyer shall submit the dispute to Price, Waterhouse, LLP in Boston, Massachusetts for determination, which determination shall be final and binding upon the parties. The fees and expenses of Price, Waterhouse, LLP shall be borne equally between Inso and the Buyer. Within ten (10) days following the later of (x) the date on which Inso's statement of its final determination of the Net Discounted Receivable Amount or the Net Discounted Payable Amount, as applicable, is accepted or is deemed to have been accepted by the Buyer or (y) the Net Discounted Receivable Amount or the Net Discounted Payable Amount is otherwise finally determined by agreement of Inso and the Buyer or by Price, Waterhouse, LLP, then: (i) if the Net Discounted Receivable Amount as finally determined is greater than the Estimated Net Discounted Receivable Amount applied at the Closing, then the Buyer shall pay to Inso an amount equal to such difference by wire transfer of immediately available funds; (ii) if the Net Discounted Receivable Amount as finally determined is less than the Estimated Net Discounted Receivable Amount applied at the Closing, then Inso shall pay to the Buyer an amount equal to such differenc...
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Related to Final Determination of Net Discounted Receivable Amount or Net Discounted Payable Amount

  • Determination of Amount Outstanding On each Quarterly Date and, in addition, promptly upon the receipt by the Administrative Agent of a Currency Valuation Notice (as defined below), the Administrative Agent shall determine the aggregate Revolving Multicurrency Credit Exposure. For the purpose of this determination, the outstanding principal amount of any Loan that is denominated in any Foreign Currency shall be deemed to be the Dollar Equivalent of the amount in the Foreign Currency of such Loan, determined as of such Quarterly Date or, in the case of a Currency Valuation Notice received by the Administrative Agent prior to 11:00 a.m., New York City time, on a Business Day, on such Business Day or, in the case of a Currency Valuation Notice otherwise received, on the first Business Day after such Currency Valuation Notice is received. Upon making such determination, the Administrative Agent shall promptly notify the Multicurrency Lenders and the Borrower thereof.

  • Determination of Applicable Interest Rate As soon as practicable on each Interest Rate Determination Date, Bank shall determine (which determination shall, absent manifest error in calculation, be final, conclusive and binding upon all parties) the interest rate that shall apply to the LIBOR Advances for which an interest rate is then being determined for the applicable Interest Period and shall promptly give notice thereof (in writing or by telephone confirmed in writing) to Borrower.

  • Determination of Amount In lieu of the payment of the Exercise Price multiplied by the number of Units for which this Purchase Option is exercisable (and in lieu of being entitled to receive Common Stock and Warrants) in the manner required by Section 2.1, the Holder shall have the right (but not the obligation) to convert any exercisable but unexercised portion of this Purchase Option into Units ("Conversion Right") as follows: upon exercise of the Conversion Right, the Company shall deliver to the Holder (without payment by the Holder of any of the Exercise Price in cash) that number of shares of Common Stock and Warrants comprising that number of Units equal to the quotient obtained by dividing (x) the "Value" (as defined below) of the portion of the Purchase Option being converted by (y) the Current Market Value (as defined below). The "Value" of the portion of the Purchase Option being converted shall equal the remainder derived from subtracting (a) (i) the Exercise Price multiplied by (ii) the number of Units underlying the portion of this Purchase Option being converted from (b) the Current Market Value of a Unit multiplied by the number of Units underlying the portion of the Purchase Option being converted. As used herein, the term "Current Market Value" per Unit at any date means the remainder derived from subtracting (x) the exercise price of the Warrants multiplied by the number of shares of Common Stock issuable upon exercise of the Warrants underlying one Unit from (y) the Current Market Price of the Common Stock multiplied by the number of shares of Common Stock underlying the Warrants and the Common Stock issuable upon exercise of one Unit. The "Current Market Price" of a share of Common Stock shall mean (i) if the Common Stock is listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the residual over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith.

  • Returned Payment Fee If your account is subject to a Returned Payment Fee, the fee will be charged to your account when a payment is returned for any reason.

  • Payments of Post-Closing Adjustment Except as otherwise provided herein, any payment of the Post-Closing Adjustment, together with interest calculated as set forth below, shall (A) be due (x) within five (5) Business Days of acceptance of the applicable Closing Working Capital Statement or (y) if there are Disputed Amounts, then within five (5) Business Days of the resolution described in clause (v) above; and (B) be paid by wire transfer of immediately available funds to such account(s) as is directed by Buyer or Sellers, as the case may be.

  • Determination of Net Asset Value The net asset value per share of each class and each series of Shares of the Trust shall be determined in accordance with the 1940 Act and any related procedures adopted by the Trustees from time to time. Determinations made under and pursuant to this Section 2 in good faith and in accordance with the provisions of the 1940 Act shall be binding on all parties concerned.

  • Inability to Determine Applicable Interest Rate In the event that Administrative Agent shall have determined (which determination shall be final and conclusive and binding upon all parties hereto), on any Interest Rate Determination Date with respect to any Eurodollar Rate Loans, that by reason of circumstances affecting the London interbank market adequate and fair means do not exist for ascertaining the interest rate applicable to such Loans on the basis provided for in the definition of Adjusted Eurodollar Rate, Administrative Agent shall on such date give notice (by telefacsimile or by telephone confirmed in writing) to Borrower and each Lender of such determination, whereupon (i) no Loans may be made as, or converted to, Eurodollar Rate Loans until such time as Administrative Agent notifies Borrower and Lenders that the circumstances giving rise to such notice no longer exist, and (ii) any Funding Notice or Conversion/Continuation Notice given by Borrower with respect to the Loans in respect of which such determination was made shall be deemed to be rescinded by Borrower.

  • Annual Percentage Rate Each Receivable has an APR of not more than 25.00%.

  • Make-Whole Amount The term “

  • Interest Rates Payments and Calculations (a) Interest Rate. Except as set forth in Section 2.3(b), or as ------------- specified to the contrary in any Loan Document, any Advances under this Exim Agreement shall bear interest, on the average daily balance, at a rate equal to the Prime Rate per annum.

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