Actual Transfer Price definition

Actual Transfer Price means the price in Swiss Francs payable by Cardiome for each Bulk Vial of the Product determined in accordance with Article 7.
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Actual Transfer Price shall have the meaning ascribed thereto in Section 10.2(b).
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Actual Transfer Price means the actual transfer price of a Device (including all elements of a typical retail offering for such Device (e.g., when distributed to a Mobile Operator) including, without limitation, the device, main battery, charger, ear bud, carrying case and packaging) upon its sale by an OEM Customer to a Mobile Operator or other unaffiliated entity or directly to an End User. To determine ATP, deductions or discounts with respect to such sales should not be subtracted.
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Examples of Actual Transfer Price in a sentence

  • Purchaser’s obligation to accept Risk-Dated Product, however, shall not exceed more than [*] Product tablets per Minimum Run Quantity; provided that, Supplier shall be obligated to repurchase from Purchaser [*]% of any Risk-Dated Product that has less than [*] months of shelf-life at the price paid by Purchaser and credit Purchaser for the difference between the Actual Transfer Price paid and/or calculated for such Risk-Dated Product and Supplier’s cost for the other [*]%.

  • Purchaser shall notify Supplier in writing of its decision to exercise its rights under this Section 3.2(d), and the Purchaser and Supplier (i) shall thereby enter into good faith negotiations regarding the terms and conditions of such sublicense and (ii) agree to negotiate revisions to the Initial Transfer Price or the Actual Transfer Price (each as defined in Section 10 below), as the case may be, that are fair and reasonable given the reduction in packaging services provided by Supplier.

  • Notwithstanding the foregoing, once the Actual Transfer Price is established, such Actual Transfer Price shall be subject to an annual increase not to exceed the greater of *** percent (***%) or the increase in the *** for the immediately preceding year.

  • For purposes of clarification, Schedules D and E are attached hereto to provide hypothetical forecasted examples of the calculation of Estimated Transfer Price and Actual Transfer Price.

  • The Assumed Transfer Price will be agreed upon between the Parties on an annual basis at least thirty (30) days prior to the beginning of each relevant period, provided that if the Parties are unable to agree, the Assumed Transfer Price for a subsequent period shall be equivalent to the Actual Transfer Price in the previous four calendar quarters.

  • If the Transfer Price paid to CCX for the Bulk Drug Products delivered in such time period is less than the Actual Transfer Price for such Bulk Drug Products, the difference between such amounts will be factored in the Transfer Price for the following Year (commencing January 1 and continuing until December 31 of such Year).

  • When conversion from any currency other than United States Dollars is required to calculate the Provisional Transfer Price, the Actual Transfer Price or any payment due hereunder, such conversion shall be at an exchange rate equal to the trailing three (3)-month average of the daily end of day rate in New York per the Bloomberg News Service.

  • If the Actual COGS were greater than the Standard COGS per unit paid by Endo in such quarter, then Zogenix shall provide to Endo a reasonably detailed statement setting forth the applicable variances and shall invoice Endo for the difference between the Actual Transfer Price and the Standard Transfer Price for units produced in such quarter.

  • Notwithstanding the foregoing, for calendar year 2021, the Actual Transfer Price shall be calculated based on the Bulk Drug Product delivered to VF by CCX from [***] based on the Rolling Forecast submitted by VF on or before [***], pursuant to Section 5.1(b).

  • Invoices will be based on the unitized estimate of the Transfer Price and the unitized Transfer Price will be adjusted after the end of each Year in accordance with the annual Year-End settlement procedure contained in Section 5.04 and in the Section entitled "Pre-Calculated Transfer Price and Actual Transfer Price" in this Exhibit IVB.


More Definitions of Actual Transfer Price

Actual Transfer Price means Actual COGS plus two and one-half percent ***Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. (2.5%).
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Actual Transfer Price shall have the meaning set forth in Section 4.1(a)(i)(2).
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Related to Actual Transfer Price

  • Transfer Price has the meaning set forth in Section 2.01.

  • Total Transfer Amount For any Distribution Date and for any Undercollateralized Group, an amount equal to the sum of the Interest Transfer Amount and the Principal Transfer Amount for such Undercollateralized Group.

  • Open Market Adjustment Amount shall have the meaning specified in Section 2(I).

  • Maximum Purchase Price has the meaning assigned to the term in the Pricing Side Letter.

  • Net Adjustment Amount means an amount, which may be positive or negative, equal to the Closing Net Working Capital as finally determined pursuant to this Section 2.9 minus the Preliminary Net Working Capital as set forth on the Preliminary Closing Statement;

  • transfer value means the value of a transferred vote calculated in accordance with rules STV47.4 or STV47.7. 42. Arrangements for counting of the votes 42.1 The returning officer is to make arrangements for counting the votes as soon as is practicable after the close of the poll. 42.2 The returning officer may make arrangements for any votes to be counted using vote counting software where:

  • Closing Sales Price means, for any security as of any date, the last sales price of such security on the principal trading market where such security is listed or traded as reported by Bloomberg Financial Markets (or a comparable reporting service of national reputation selected by the Corporation if Bloomberg Financial Markets is not then reporting closing sales prices of such security) (collectively, “Bloomberg”), or if the foregoing does not apply, the last reported sales price of such security on a national exchange or in the over-the-counter market on the electronic bulletin board for such security as reported by Bloomberg, or, if no such price is reported for such security by Bloomberg, the average of the bid prices of all market makers for such security as reported in the “pink sheets” by the National Quotation Bureau, Inc., in each case for such date or, if such date was not a trading day for such security, on the next preceding date that was a trading day. If the Closing Sales Price cannot be calculated for such security on any of the foregoing bases, the Closing Sales Price of such security on such date shall be the fair market value as reasonably determined by an investment banking firm selected by the Corporation, with the costs of such appraisal to be borne by the Corporation.

  • Cost Share means the member’s financial obligation for a covered Service. Depending on the plan type, Cost Share may include one or more of the following: deductible, Copay, Access Fee, and Coinsurance.

  • Adjustment Fraction shall have the meaning set forth in Section 11(a)(i) hereof.

  • Total Transfer Capability or “TTC” shall mean the amount of electric power that can be moved or transferred reliably from one area to another area of the interconnected Transmission Systems by way of all transmission lines (or paths) between those areas under specified system conditions.

  • VWAP Purchase Price means the lesser of (i) the Closing Sale Price on the VWAP Purchase Date; or (ii) ninety-seven percent (97%) of volume weighted average price for the Common Stock traded on the Principal Market during normal trading hours on (A) the VWAP Purchase Date if the aggregate shares traded on the Principal Market on the VWAP Purchase Date have not exceeded the VWAP Purchase Share Volume Maximum and the Sale Price of Common Stock has not fallen below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction), or (B) the portion of the VWAP Purchase Date until such time as the sooner to occur of (1) the time at which the aggregate shares traded on the Principal Market has exceeded the VWAP Purchase Share Volume Maximum, or (2) the time at which the Sale Price of Common Stock falls below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Transfer Premium shall also include, but not be limited to, key money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. The determination of the amount of Landlord’s applicable share of the Transfer Premium shall be made on a monthly basis as rent or other consideration is received by Tenant under the Transfer.

  • VWAP Purchase Share Estimate means the number of shares of Common Stock that the Company has in its sole discretion irrevocably instructed its Transfer Agent to issue to the Buyer via the Depository Trust Company (“DTC”) Fast Automated Securities Transfer Program in connection with a VWAP Purchase Notice pursuant to Section 1(c) hereof and issued to the Buyer’s or its designee’s balance account with DTC through its Deposit Withdrawal At Custodian (DWAC) system on the VWAP Purchase Date (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Gross Sales Price with respect to each sale of Shares sold pursuant to this Agreement shall be the gross sales price per share of such Shares.

  • Net Sales Price means the gross sales price to retailers of all Licensed Products sold under this Agreement or, with respect to Licensed Products that are not sold directly or indirectly to retailers, other ultimate consumers (as in the case of accommodation sales by Licensee to its employees or sales by Licensee in its own shops), less trade discounts, merchandise returns, sales tax (if separately identified and charged) and markdowns and/or chargebacks which, in accordance with generally accepted accounting principles, would normally be treated as deductions from gross sales, and which, in any event, do not include any chargebacks or the like for advertising, fixture or retail shop costs or contributions. Notwithstanding the foregoing, Licensor hereby waives its right to (i) receive royalties hereunder for, or (ii) include within the calculation of Net Sales Price for the purpose of calculating the Annual Advertising Obligation as set forth in paragraph 4.6 hereof, sales of units of Licensed Products sold at a discount of [OMITTED; MATERIAL FILED SEPARATELY WITH SECURITIES AND EXCHANGE COMMISSION] or more off the regular wholesale price ("Discounted Units"), provided that such waiver shall only apply to the extent that the aggregate Net Sales Price of Discounted Units for any year does not exceed [OMITTED; MATERIAL FILED SEPARATELY WITH SECURITIES AND EXCHANGE COMMISSION] of the Net Sales Price of all units of Licensed Products other than Discounted Units sold in such year. No other deductions shall be taken. Any merchandise returns shall be credited in the quarter in which the returns are actually made. For purposes of this Agreement, affiliates of Licensee shall mean all persons and business entities, whether corporations, partnerships, joint ventures or otherwise, which now or hereafter control, or are owned or controlled, directly or indirectly by Licensee, or are under common control with Licensee. It is the intention of the parties that royalties will be based on the bona fide wholesale prices at which Licensee sells Licensed Products to independent retailers in arms' length transactions. In the event Licensee shall sell Licensed Products to its affiliates, royalties shall be calculated on the basis of such a bona fide wholesale price irrespective of Licensee's internal accounting treatment of such sale unless such products are sold by its affiliates directly to the end-user consumer, in which case royalties shall be calculated on the basis of the price paid by the end-user consumer, less applicable taxes. Licensee shall identify separately in the statements provided to Licensor pursuant to paragraph 7 hereof, all sales to affiliates. At least once annually and no later than 90 days after the close of Licensee's fiscal year, Licensee shall furnish to Licensor a statement of the Net Sales Price of all Licensed Products sold during the year just ended, which shall be certified by the independent auditor for Licensee as correct and in accordance with the terms of this Agreement.

  • XXXXX Adjustment means, with respect to XXXXX, 0.0326% per annum.

  • True-Up Adjustment means any Annual True-Up Adjustment or Interim True-Up Adjustment, as the case may be.

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Gross Settlement Amount means $240,000 which is the total amount Standard agrees to pay under the Settlement, except as provided in Paragraph 8 below. The Gross Settlement Amount will be used to pay Individual Class Payments, Individual PAGA Payments, the LWDA PAGA Payment, Class Counsel Fees, Class Counsel Expenses, Class Representative Service Payment and the Administrator’s Expenses.

  • Final Adjustment Amount has the meaning set forth in Section 2.4(c).

  • Minimum Purchase Price has the meaning set forth in Section 2.04.

  • Apportionment Fraction With respect to each Class of Subordinate Certificates and for any Distribution Date, in the event that the Class Principal Balances of the Senior Certificates of any Certificate Group have been reduced to zero, a fraction the numerator of which is equal to the sum of the Subordinate Optimal Principal Amount of the Loan Group (or Groups) related to such Certificate Group (or Groups), and the denominator of which is equal to the Aggregate Subordinate Optimal Principal Amount.

  • Exchange Consideration shall have the meaning set forth in Section 11(b)(i).

  • Contract Sales Price means the total consideration received by the Company for the sale of an Investment.

  • Purchase Price Adjustment has the meaning set forth in Section 2.6.