Alternative Calculation definition
Examples of Alternative Calculation in a sentence
The Issuer will pay the Cash Alternative Amount, together with any other amount due in satisfaction of the relevant exercise of Investor Cash Settlement Rights, by not later than five Trading Days following the last day of the Cash Alternative Calculation Period by transfer to a euro account with a bank in a city in which banks have access to the TARGET System in accordance with instructions given by the relevant Bondholder in the relevant Conversion Notice.
Any calculation, item or amount shown on the Acquiror's Closing Balance Sheet or calculation of the Company Closing Liabilities that is not specifically disagreed with in such a Notice of Alternative Calculation signed by the Majority Company Shareholders and timely delivered shall be deemed to have been agreed to by each of the Company Shareholders.
Moreover, the amount of the Company Closing Liabilities determined by such accountants shall not be greater than the amount set forth in the Acquiror's certificate or less than the amount set forth in the Notice of Alternative Calculation.
The Notice of Alternative Calculation, if any, shall be delivered to the Acquiror within 30 days after the Acquiror delivers the documents referred to in subsection (a) to the Company Shareholders.
For example, if the Acquiror's calculation of the Company Closing Liabilities was $200,000 and the amount shown in the Notice of Alternative Calculation was $150,000, the amount in dispute would be $50,000.
In making such determination, such accountants shall follow the definition of "Company Closing Liabilities" and, in addition, shall consider only those calculations, items and amounts shown on the Acquiror's calculations of the Company Closing Liabilities that were specifically disagreed with in a Notice of Alternative Calculation signed by the Majority Company Shareholders and timely delivered.
The Transaction Fees are calculated based on the Total Net Transaction Amount for a month multiplied by the appropriate Fixed Effective Rate by card type as indicated on Schedule A or if amended the Merchant Services Monthly Statement, or by an Alternative Calculation Method as indicated on Schedule A.
The Issuer shall pay the Cash Alternative Amount by not later than the fifth Exchange Business Day following the end of the Cash Alternative Calculation Period by U.S. dollar cheque drawn on, or by transfer to an U.S. dollar account maintained by the payee with, a bank in New York City in accordance with instructions contained in the relevant Conversion Notice.
If, pursuant to the Company Calculation or the Alternative Calculation, as the case may be, the Total Liabilities are greater than the sum of (x) the Exercise Price, plus (y) the Short-Term Assets, plus (z) $5,000,000 (the "Measured Assets"), the Cash Amount shall be reduced by the amount of such excess; if the Measured Assets are greater than the Total Liabilities, the Cash Amount shall be increased by the amount of such excess.
The Issuer will pay the Cash Alternative Amount, together with any other amount as aforesaid, by not later than four Payment Business Days following the last day of the Cash Alternative Calculation Period (the “Cash Alternative Payment Date”) by transfer to a U.S. dollar account maintained with a bank in New York City in accordance with instructions contained in the relevant Exchange Notice.