Actual Book Value definition

Actual Book Value means an amount equal to the total assets of the Companies minus the total liabilities of the Companies, in each case as at the Closing Date, as determined by reference to the Book Value Closing Statement.
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Examples of Actual Book Value in a sentence

  • Any payments required by this Section 3.2(e) shall be made (i) by bank wire transfer of immediately available funds to an account designated in writing by the Party receiving payment and (ii) within five (5) Business Days from the date on which the Actual Book Value Amount is finally determined.

  • If the Actual Book Value Amount is greater than the Estimated Book Value Amount, then Buyer shall pay Seller such excess.

  • Adjusted Book Value equals Actual Book Value plus any common share dividends declared plus sixty five percent of any provider withhold return amounts authorized during the applicable period.

  • If the Actual Book Value of Assets exceeds $11,579,711, Purchaser shall pay to Seller, within two (2) Business Days after the determination of such excess by wire transfer or delivery of other immediately available funds.

  • The purpose of this Side Letter is to set forth the terms and conditions under which Buyer will issue promissory notes to Seller evidencing Buyer’s obligation to pay Seller the Actual Book Value Amount pursuant to Section 3.2 of the APA and to amend the APA pursuant to Section 12.4 of the APA, effective as of the date of this Side Letter.

  • Any such disputed items that are resolved by a written agreement between the Purchaser and the Representative shall be final, binding and conclusive on the parties and shall become part of the calculation of Actual Book Value.

  • The Actual Book Value, as finally determined pursuant to this Section 2.4 (whether by failure of the Representative to deliver a timely notice of disagreement, by agreement of the Representative and the Purchaser or by determination of the accounting firm), shall be referred to herein as the "Final Book Value".

  • Notwithstanding any provision to the contrary, but subject to any offsets herein, Purchaser shall pay to Seller all funds collected by Purchaser on (i) accounts written off by Seller prior to Closing which are not reflected in the determination of Actual Book Value of Assets and (iii) the Uncollected Accounts Receivable.

  • If the Purchaser, acting reasonably, determines that an audit of the Companies financial records is required to accurately determine Actual Book Value, the Purchaser shall advise the Representative whereupon the Purchaser may proceed to ask the Companies’ auditors to audit the Book Value Closing Statement, with the cost of such audit borne equally by the Purchaser, on the one hand, and by the Vendors in the proportion of their Percentage Interest, on the other hand.

Related to Actual Book Value

  • Gross Book Value means, at any time, the book value of the assets of the REIT, as shown on its then most recent balance sheet, plus the amount of accumulated depreciation shown thereon.

  • Adjusted Book Value means, as of a particular date, the Book Value on such date, subject to the following adjustments, each of which shall have been derived from the Company’s IFRS financial statements for the period ended on such date (or, if not derivable from such financial statements, shall be determined in good faith by the Company), but reduced by the amount of the federal income tax applicable thereto:

  • Adjusted Net Book Value means, as of any date of determination, with respect to each Adjusted Program Vehicle as of such date, the product of 0.965 and the Net Book Value of such Adjusted Program Vehicle as of such date.

  • Book Value means, with respect to any Asset and any Liability Assumed, the dollar amount thereof stated on the Accounting Records of the Failed Bank. The Book Value of any item shall be determined as of Bank Closing after adjustments made by the Receiver for differences in accounts, suspense items, unposted debits and credits, and other similar adjustments or corrections and for setoffs, whether voluntary or involuntary. The Book Value of a Subsidiary of the Failed Bank acquired by the Assuming Institution shall be determined from the investment in subsidiary and related accounts on the "bank only" (unconsolidated) balance sheet of the Failed Bank based on the equity method of accounting. Without limiting the generality of the foregoing, (i) the Book Value of a Liability Assumed shall include all accrued and unpaid interest thereon as of Bank Closing, and (ii) the Book Value of a Loan shall reflect adjustments for earned interest, or unearned interest (as it relates to the "rule of 78s" or add-on- interest loans, as applicable), if any, as of Bank Closing, adjustments for the portion of earned or unearned loan-related credit life and/or disability insurance premiums, if any, attributable to the Failed Bank as of Bank Closing, and adjustments for Failed Bank Advances, if any, in each case as determined for financial reporting purposes. The Book Value of an Asset shall not include any adjustment for loan premiums, discounts or any related deferred income, fees or expenses, or general or specific reserves on the Accounting Records of the Failed Bank. For Shared-Loss Securities, Book Value means the value of the security provided in the Information Package.

  • Net Book Value means the net book value of the relevant Supplier Asset(s) calculated in accordance with the depreciation policy of the Supplier set out in the letter in the agreed form from the Supplier to the Costumer of even date with this Call Off Contract;