Accounting Procedures. 7.3.1. Principal and Interest Computation.......................... 7.3.2.
Accounting Procedures. Each Party shall calculate all amounts, and perform other accounting procedures required, under this Agreement and applicable to it in accordance with the accounting principles and standards applicable to it (for example IFRS or GAAP).
Accounting Procedures. The Committee shall maintain a separate Participant Voluntary Contribution Account for Employee contributions made prior to such time. Such Account shall be fully vested and nonforfeitable at all times. On the basis of each annual valuation of the Trust Fund, as provided for in the Trust Agreement, the Participant Voluntary Contribution Accounts of all Participants shall be adjusted to reflect the effects of income, realized and unrealized gains and losses on securities and expenses. Such adjustment shall be based upon the proportion that the total of all Participant Voluntary Contribution Accounts as of the last preceding Anniversary Date bears to the total market value of the Trust Fund. Each Participant shall then have his Participant Voluntary Contribution Account adjusted in proportion to all such Participant Voluntary Contribution Accounts.
Accounting Procedures. 71 11.3 Withdrawals. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 71 11.4
Accounting Procedures. (i) Parent shall cause Xxxxxx Xxxxxxxx LLP, or another independent accounting firm chosen by Parent (the "Accountants") as soon as practicable after the Closing, to prepare in accordance with GAAP, a report containing an audited balance sheet of the Company immediately prior to the Effective Time (the "Closing Balance Sheet"), together with a statement of the Accountants based upon such report and stating that it was prepared in accordance with this Agreement and setting forth the Tangible Net Worth and all adjustments required to be made to such audited balance sheet in order to make the calculations required by this Section 2.5 (the "Special Determination"). If the Stockholders do not agree that the Special Determination correctly states the Tangible Net Worth, the Representative shall promptly (but not later than 45 days after the delivery to them of the Special Determination) give written notice to Parent of any exceptions thereto (in reasonable detail describing the nature of the disagreement asserted). If the Representative and Parent reconcile their differences, the Tangible Net Worth calculation shall be adjusted accordingly and shall thereupon become binding, final and conclusive upon all of the parties hereto and enforceable in a court of law. If the Representative and Parent are unable to reconcile their differences in writing within 20 days after written notice of exceptions is delivered to Parent (the "Reconciliation Period"), the items in dispute shall be submitted to a mutually acceptable accounting firm (other than the Accountants) selected from any of the five largest accounting firms in the United States in terms of gross revenues (the "Independent Auditors") for final determination, and the Tangible Net Worth calculation shall be deemed adjusted in accordance with the determination of the Independent Auditors and shall become binding, final and conclusive upon all of the parties hereto and enforceable in a court of law. The Independent Auditors shall consider only the items in dispute and shall be instructed to act within 20 days (or such longer period as the Stockholders and Parent may agree) to resolve all items in dispute. If the Representative does not give notice of any exception within 45 days after the delivery to them of the Special Determination or if the Representative gives written notification of the Stockholders' acceptance of the Tangible Net Worth prior to the end of such 45 day period, the Tangible Net Worth set forth in ...
Accounting Procedures. The financing and accounting procedures to be followed by the Manager and the Participants under the Agreement are set forth below. All capitalized terms in these Accounting Procedures shall have the definition attributed to them in the Agreement, unless defined otherwise herein. The purpose of these Accounting Procedures is to establish equitable methods for determining charges and credits applicable to Operations. It is the intent of the Participants that neither of them shall lose or profit by reason of the designation of one of them to exercise the duties and responsibilities of the Manager. The Participants shall meet and in good faith endeavor to agree upon changes deemed necessary to correct any unfairness or inequity. In the event of a conflict between the provisions of these Accounting Procedures and those of the Agreement, the provisions of the Agreement shall control.
Accounting Procedures a. The grantee shall implement and maintain an accounting system which accurately reflects income received, expenditures, and documentation of expenditures. Each source of income must be accounted for separately and a clear audit trail for each source of funding must be maintained.
Accounting Procedures. The compensation to be paid pursuant to Sections 3.2 and 3.3 hereof shall be determined in accordance with the following procedure:
Accounting Procedures. (i) Exhibit B hereto sets forth a statement (the “Reference Statement”) prepared in good faith by Seller, in cooperation with Buyer, setting forth the various line items used (or to be used) in, and illustrating as of December 31, 2014, the calculation of (A) Current Assets, (B) Current Liabilities, (C) Net Working Capital, and (D) Cash and Cash Equivalents of the Company, in each case prepared and calculated for the Company in accordance with this Agreement and the Agreed Accounting Principles. For all purposes hereunder, the Estimated Net Working Capital and Closing Cash Statement and Closing Net Working Capital and Closing Cash Statement and all determinations and calculations by any Person (including the Accounting Firm) of Cash and Cash Equivalents, Current Assets, Current Liabilities or any Net Working Capital Amount shall in all circumstances be prepared and calculated strictly in accordance with the manner of determination and calculation (as applicable) as shown on the Reference Statement using the same line items, accounting principles, practices, procedures, policies and methods (with consistent classifications, judgments, elections, inclusions, exclusions and valuation and estimation methodologies) used and applied in preparing the Reference Statement without deviation or exception in any manner, or for any reason, whatsoever; provided that such calculations and determinations: (1) shall not include any purchase accounting or other adjustment arising out of the consummation of the transactions contemplated by this Agreement, (2) shall follow the defined terms contained in this Agreement whether or not such terms are consistent with GAAP and (3) shall calculate any reserves, accruals or other non-cash expense items on a pro rata (as opposed to monthly accrual) basis to account for a Closing that occurs on any date other than the last day of a calendar month.
Accounting Procedures. Each Party shall calculate all amounts hereunder and perform other accounting procedures required hereunder and applicable to it in accordance with either (a) GAAP or (b) the conventions, rules and procedures promulgated by the International Accounting Standards Committee (“International Accounting Standards”), whichever is normally used by such Party to calculate its financial position, and in each case consistently applied, including consistently applied throughout the organization and across all products of such Party. To the extent necessary, any statement prepared in accordance with International Accounting Standards shall contain a reconciliation of all material line items to the most comparable GAAP presentation.
