Calculation of Contingent Payment Amounts Sample Clauses

Calculation of Contingent Payment Amounts. Within ten days of the date on which the Company files or is obligated to file its annual audited financial statements on SEDAR (or, if the Company no longer is required to make filings of its annual audited financial statements on SEDAR, by April 15 of the year following the year to which such financial statements pertain), the Company, acting reasonably and in good faith, shall deliver to Cartesian a statement setting out its calculation of the aggregate Contingent Payment Amounts owing in respect of the previous fiscal year, broken down by [Redacted: reference to third party contingent amount redacted due to violation of confidentiality provisions or is otherwise seriously prejudicial to the interests of the issuer] Contingent Payment Amount and [Redacted: reference to third party contingent amount redacted due to violation of confidentiality provisions or is otherwise seriously prejudicial to the interests of the issuer] Contingent Payment Amount, together with any and all supporting information and documentation that could be reasonably necessary to Cartesian in connection with Cartesian’s assessment of the accuracy of each such calculation (each, a “Contingent Payment Statement”). Subject to Section 6.9, the Company shall provide Cartesian and its representatives with any information, documents and access to the applicable personnel and representatives of the Company and its Affiliates, as is reasonably requested by Cartesian to assess the accuracy of the Contingent Payment Statement. No Contingent Payment Statement will omit any material fact, circumstance, information, calculation or documentation relevant to the applicable Contingent Payment Payment thereunder or Cartesian’s reasonable assessment of such Contingent Payment Statement and necessary to accurately assess the applicable calculation of the Contingent Payment Amount payable in connection therewith.
Sample 1
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Calculation of Contingent Payment Amounts. Within ten days of the date on which the Company files or is obligated to file its annual audited financial statements on SEDAR (or, if the Company no longer is required to make filings of its annual audited financial statements on SEDAR, by April 15 of the year following the year to which such financial statements pertain), the Company, acting reasonably and in good faith, shall deliver to Cartesian a statement setting out its calculation of the aggregate Contingent Payment Amounts owing in respect of the previous fiscal year, broken down by CWI Contingent Payment Amount and Volvo Contingent Payment Amount, together with any and all supporting information and documentation that could be reasonably necessary to Cartesian in connection with Cartesian’s assessment of the accuracy of each such calculation (each, a “Contingent Payment Statement”). Subject to Section 6.9, the Company shall provide Cartesian and its representatives with any information, documents and access to the applicable personnel and representatives of the Company and its Affiliates, as is reasonably requested by Cartesian to assess the accuracy of the Contingent Payment Statement. No Contingent Payment Statement will omit any material fact, circumstance, information, calculation or documentation relevant to the applicable Contingent Payment Payment thereunder or Cartesian’s reasonable assessment of such Contingent Payment Statement and necessary to accurately assess the applicable calculation of the Contingent Payment Amount payable in connection therewith.
Sample 1

Related to Calculation of Contingent Payment Amounts

  • Distributions Payable in Cash; Redemption Payments In the event that the Board of the Investment Company shall declare a distribution payable in cash, the Investment Company shall deliver to FTIS written notice of such declaration signed on behalf of the Investment Company by an officer thereof, upon which FTIS shall be entitled to rely for all purposes, certifying (i) the amount per share to be distributed, (ii) the record and payment dates for the distribution, and (iii) that all appropriate action has been taken to effect such distribution. Once the amount and validity of any dividend or redemption payments to shareholders have been determined, the Investment Company shall transfer the payment amounts from the Investment Company's accounts to an account or accounts held in the name of FTIS, as paying agent for the shareholders, in accordance with any applicable laws or regulations, and FTIS shall promptly cause payments to be made to the shareholders.

  • Contingent Payments The Unilever Stockholder shall have the right to receive the Contingent Payments, if any, on the terms and subject to the conditions set forth on Exhibit 9 in recognition of its period of ownership of the Class B Shares.

  • Calculation of Amounts Binding Effect of Interpretations and Actions of Master Servicer...............................

  • Payment Amount Each Restricted Stock Unit represents one (1) Share of Common Stock.

  • Contingent Payment Notwithstanding anything in this Agreement to the contrary, if any of the Properties are sold by Buyer within twelve (12) months after the Closing Date, Buyer shall pay to Seller an amount equal to five percent (5%) of the Consideration allocated to such Property. The Deeds shall contain a deed restriction granting Seller the right to receive such additional sum from Buyer.

  • Determination of Amount In lieu of the payment of the Exercise Price multiplied by the number of Units for which this Purchase Option is exercisable (and in lieu of being entitled to receive Common Stock and Warrants) in the manner required by Section 2.1, the Holder shall have the right (but not the obligation) to convert any exercisable but unexercised portion of this Purchase Option into Units ("Conversion Right") as follows: upon exercise of the Conversion Right, the Company shall deliver to the Holder (without payment by the Holder of any of the Exercise Price in cash) that number of shares of Common Stock and Warrants comprising that number of Units equal to the quotient obtained by dividing (x) the "Value" (as defined below) of the portion of the Purchase Option being converted by (y) the Current Market Value (as defined below). The "Value" of the portion of the Purchase Option being converted shall equal the remainder derived from subtracting (a) (i) the Exercise Price multiplied by (ii) the number of Units underlying the portion of this Purchase Option being converted from (b) the Current Market Value of a Unit multiplied by the number of Units underlying the portion of the Purchase Option being converted. As used herein, the term "Current Market Value" per Unit at any date means the remainder derived from subtracting (x) the exercise price of the Warrants multiplied by the number of shares of Common Stock issuable upon exercise of the Warrants underlying one Unit from (y) the Current Market Price of the Common Stock multiplied by the number of shares of Common Stock underlying the Warrants and the Common Stock issuable upon exercise of one Unit. The "Current Market Price" of a share of Common Stock shall mean (i) if the Common Stock is listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the residual over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith.

  • Determination of Amounts Whenever a Priority Debt Representative shall be required, in connection with the exercise of its rights or the performance of its obligations hereunder, to determine the existence or amount of any First-Out Obligations (or the existence of any commitment to extend credit that would constitute First-Out Obligations), or Second-Out Obligations, or the existence of any Lien securing any such obligations, or the Shared Collateral subject to any such Lien, it may request that such information be furnished to it in writing by the other Priority Debt Representative and shall be entitled to make such determination on the basis of the information so furnished; provided, however, that if a Priority Debt Representative shall fail or refuse reasonably promptly to provide the requested information, the requesting Priority Debt Representative shall be entitled to make any such determination by such method as it may, in the exercise of its good faith judgment, determine, including by reliance upon a certificate of the Borrower. Each Priority Debt Representative may rely conclusively, and shall be fully protected in so relying, on any determination made by it in accordance with the provisions of the preceding sentence (or as otherwise directed by a court of competent jurisdiction) and shall have no liability to the Borrower or any of their subsidiaries, any Priority Secured Party or any other Person as a result of such determination.

  • Determination Date Calculations; Application of Available Funds (a) On each Determination Date, the Servicer shall calculate the following amounts:

  • Payment of Reimbursement Amount To effect the expense reimbursement provided for in this Agreement, the Fund may offset the appropriate Reimbursement Amount against the management fees, Rule 12b-1 fees and/or shareholder servicing fees payable under the Investment Management Agreement, Rule 12b-1 Plan and/or the Shareholder Servicing Agreement. Alternatively, the Reimbursement Amount shall be paid directly by IICO, IDI and/or WISC. Such offset shall be taken, or such direct payment shall be paid, two times per year within 30 days following the date of a Fund’s applicable semi-annual or annual reporting period.

  • Calculation of CP Costs On the third Business Day immediately preceding each Settlement Date, each Conduit shall calculate the aggregate amount of its Conduit Costs for the related Settlement Period and shall notify Seller of such aggregate amount.

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