Recoupment of Purchase Price Premium Payments Sample Clauses

Recoupment of Purchase Price Premium Payments. 7.7 Survival, Indemnification and Remedies.
Sample 1
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Recoupment of Purchase Price Premium Payments. If at any time during the six year period following the Effective Date the current Adverse Reserve Development exceeds the Purchase Price Premium payment due during such year, such excess shall be paid by the Sellers up to the amount of prior Purchase Price Premium payments. Any remaining excess during such year shall be carried forward to future periods as a reduction to future annual Purchase Price Premium payments. To the extent a Purchase Price Premium payment is not paid due to Adverse Reserve Development and subsequently, within the six year period following the Effective Date, there is Favorable Reserve Development, any prior Purchase Price Premium payment that was reduced by Adverse Reserve Development shall be made to the extent of the subsequent Favorable Reserve Development, not to exceed the amount of such reduction. To clarify, at the end of the six year period following the Effective Date the total Purchase Premium payments shall be reduced by the cumulative Adverse Reserve Development since the Effective Date and if there is no cumulative Adverse Reserve Development since the Effective Date the total Purchase Price Premium shall have been paid to the Sellers unless there is a reduction to the Purchase Price Premium payment pursuant to Section 9.2(e). In no event shall the Reserve Guaranty exceed $20 million. To the extent that any amount of reinsurance adjustment attributable to either uncollectibility or non-admissibility is included in the Reserve Development Notice and any part of such amount is subsequently recovered, the amount of recovery shall be credited to the Sellers if recovered within two years of the end of the six year period to the extent of any prior reduction to the Purchase Price Premium payment. However, any offsets to the Purchase Price Premium payments (as defined herein) shall be reduced first by any reserve development, second by any uncollectible reinsurance and lastly by any non-admissible reinsurance. The Purchaser shall exercise commercially reasonable efforts in pursuing any related reinsurance recovery and, upon the Sellers’ request after two years following the end of the six year period, Transguard shall assign to the Sellers any reinsurance recoverable that (i) was uncollectible or deemed non-admissible, (ii) was used as an offset to the Purchase Price Premium, and (iii) was not subsequently recovered from such reinsurer. Reimbursement of actual recoveries as defined herein shall continue for two years beyond ...
Sample 1

Related to Recoupment of Purchase Price Premium Payments

  • Purchase Price Payments 23 Section 10.02. THE PURCHASER NOTE.........................................................................23 ARTICLE XI Confidentiality.......................................................................................24 ARTICLE XII Term.................................................................................................25

  • Purchase Price; Payment of Purchase Price In addition to the Assumed Liabilities described below, the aggregate consideration for the Subject Assets (the “Purchase Price”) shall be the amount equal to: $2,000,000. The Purchase Price shall be subject to adjustment as set forth in Section 1.7 below as so adjusted.

  • Payment of Purchase Price The Purchase Price shall be paid as follows:

  • Purchase Price Payment Purchaser shall deliver to SAFEDOX the sum of $5,000 in payment of the 16,667 shares of Common Stock purchased by Purchaser hereunder, a per share price of $.30, which payment shall be delivered as provided in paragraphs VI and VII hereinbelow.

  • Adjustment of Purchase Price NUMBER AND KIND OF SHARES OR NUMBER OF RIGHTS. The Purchase Price, the number and kind of shares covered by each Right and the number of Rights outstanding are subject to adjustment from time to time as provided in this Section 11.

  • AMOUNT AND PAYMENT OF PURCHASE PRICE The total consideration and method of payment thereof are fully set out in Exhibit "A" attached hereto and made a part hereof.

  • Payment of Purchase Price Upon Exercise At the time of any exercise, the Exercise Price of the Shares as to which this Option is exercised shall be paid in cash to the Company, unless, in accordance with the provisions of Section 4.2(c) of the Plan, the Board shall permit or require payment of the purchase price in another manner set forth in the Plan.

  • Payment of Purchase Price for the Mortgage Loans (a) In consideration of the sale of the Initial Mortgage Loans from each of the Sellers to the Purchaser on the Closing Date, the Purchaser agrees to transfer to the applicable Seller on the Closing Date the purchase price for the applicable Initial Mortgage Loans provided in the Adoption Annex attached as Annex 1 to this Agreement (the "Adoption Annex").

  • Amount of Purchase Price The purchase price (“Purchase Price”) per Share for each Share which Optionee is entitled to purchase under the Options shall be $2.25 per Share.

  • Purchase Price; Allocation of Purchase Price (a) Subject to the terms and conditions of this Agreement, the purchase price for the Interests and the Purchased Assets (other than the Specified OUS Assets) (such amount, the “Purchase Price”) is payable as follows:

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