ALLOCATION OF THE of the General Notes of the Schedule of the Republic of El Salvador and the Commercial Export Certificate TARIFF RATE QUOTA: awarded to CA-PEQ in accordance with the Export Trading Company Act of 1982, 15 U.S.C. Sec. 4011 – 4021 (2000) TARIFF RATE: of the United States. TITLE TWO
ALLOCATION OF THE. STOCK PORTION OF THE PURCHASE PRICE. The Stock Portion of the Purchase Price shall be allocated among the Novalis Securityholders in accordance with Exhibit B attached hereto. Any additional shares of TriZetto Stock which are issued pursuant to Section 1.1(e) below shall be issued to the Novalis Securityholders in the same proportion as set forth on Exhibit B, rounded to the nearest whole share. The Stock Portion of the Purchase Price has been allocated and shall be issued to each Novalis Securityholder pursuant to mutual agreement of the Novalis Securityholders as set forth in Exhibit B. By executing and delivering this Agreement, each Novalis Securityholder agrees to such allocation as set forth on Exhibit B.


  • Allocation of the Purchase Price Seller and Purchaser agree to allocate the Purchase Price in accordance with the rules under Section 1060 of the Internal Revenue Code of 1986, as amended, (the “Code”) and the Treasury Regulations promulgated thereunder. Such allocation shall be based on the fair market value of the Transferred Assets. Purchaser agrees to provide Seller with a schedule allocating the Purchase Price and with a properly completed Internal Revenue Service Form 8594 within ninety (90) calendar days following the Closing Date. If Seller objects to any items reflected on the schedule provided by Purchaser, Seller shall have the right to notify Purchaser of such objection, in which case Seller and Purchaser shall attempt to resolve the disagreement. In the event such disagreement is not resolved within fifteen (15) calendar days following the date that Seller gives its objection, Seller and Purchaser shall mutually select and retain a nationally recognized independent appraiser (where such costs shall be borne equally between Seller and Purchaser) to prepare an allocation schedule which Seller and Purchaser agree to accept and be bound by. Seller and Purchaser agree to act in accordance with the computations and allocations contained in the schedule as finally agreed or determined by such independent appraiser in any relevant Tax Returns or similar filings, including any forms or reports required to be filed pursuant to Section 1060 of the Code or the Treasury Regulations promulgated thereunder, and to file such forms in the manner required by applicable law.

  • Allocation of Recovery In the event an actual pecuniary loss is suffered by any two or more of the Insureds under circumstances covered by the terms of the Bond, any recovery under the Bond shall be allocated among such Insureds as follows:

  • Allocation of Funds If at any time insufficient funds are received by or are available to the Administrative Agent to pay fully all amounts of principal, L/C Borrowings, interest and fees then due hereunder, such funds shall be applied (i) first, toward costs and expenses reimbursable by the Borrower pursuant to Section 11.04 (including all reasonable fees, expenses and disbursements of legal counsel as provided therein and amounts payable under Article III) incurred by the Administrative Agent and each Lender, (ii) second, toward repayment of interest and fees then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of interest and fees then due to such parties, and (iii) third, toward repayment of principal and L/C Borrowings then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of principal and L/C Borrowings then due to such parties.

  • Allocation of Costs The Fund shall pay the cost of composition and printing of sufficient copies of its Prospectus and SAI as shall be required for periodic distribution to its shareholders and the expense of registering Shares for sale under federal securities laws. You shall pay the expenses normally attributable to the sale of Shares, other than as paid under the Fund's Distribution Plan under Rule 12b-1 of the 1940 Act, including the cost of printing and mailing of the Prospectus (other than those furnished to existing shareholders) and any sales literature used by you in the public sale of the Shares and for registering such shares under state blue sky laws pursuant to paragraph 8.

  • Allocation of Resources Whenever a disaster causes Vendor to allocate limited resources between or among Vendor's customers, vendor will not provide priority over Prudential to any other customers of Vendor. In addition, in no event will Vendor re-deploy or reassign any vendor Key Employee (as identified and defined in an applicable Engagement Schedule) or any Affected Employee (as identified and defined in an applicable Engagement Schdule) to any other Vendor account in the event of a disaster.

  • Allocation of Revenues All revenues relating to the Designated Property shall be allocated as follows: (i) 100% to CWEI before Payout and (ii) 1% to CWEI and 99% to the Participants after Payout, apportioned among the Participants in proportion to the percentages listed on Exhibit A attached hereto.

  • Allocation of Charges There is not any agreement or understanding between the Servicer and the Borrower (other than as expressly set forth herein or as consented to by the Administrative Agent), providing for the allocation or sharing of obligations to make payments or otherwise in respect of any taxes, fees, assessments or other governmental charges; provided that it is understood and acknowledged that the Borrower will be consolidated with the Servicer for tax purposes.

  • Allocation of Net Profits and Net Losses As of the last day of each Fiscal Period, any Net Profits or Net Losses for the Fiscal Period shall be allocated among and credited to or debited against the Capital Accounts of the Members in accordance with their respective Investment Percentages for such Fiscal Period.

  • Allocation of Consideration (i) Subject to Subsection 2.2(d)(ii), the aggregate consideration payable to the Participating Investors and the selling Key Holder shall be allocated based on the number of shares of Capital Stock sold to the Prospective Transferee by each Participating Investor and the selling Key Holder as provided in Subsection 2.2(b), provided that if a Participating Investor wishes to sell Preferred Stock, the price set forth in the Proposed Transfer Notice shall be appropriately adjusted based on the conversion ratio of the Preferred Stock into Common Stock.

  • Allocation of Recoveries (a) If more than one of the parties hereto is damaged in a single loss for which recovery is received under the policy, each such party shall receive that portion of the recovery which represents the loss sustained by that party, unless the recovery is inadequate to fully indemnify such party sustaining loss.