CALCULATION OF STOCKHOLDERS EQUITY Sample Clauses

CALCULATION OF STOCKHOLDERS EQUITY. On the Closing Date, the Shareholders shall deliver to WHI a balance sheet of Axis as of the Closing Date and a preliminary statement based thereon (the "Preliminary Settlement Statement") setting forth their good faith estimate of the amount of Stockholders Equity, which shall be the basis for any adjustment under SECTION 2.6(a). If at any time thereafter (but not later than 30 days after issuance of the audited statements of WHI for the year ended December 31, 1997), WHI believes in good faith that the Preliminary Settlement Statement did not accurately describe the amount of the Stockholders Equity and WHI reasonably believes in good faith that the accurate amount of Stockholders Equity is less than $2,400,000, then WHI may deliver to the Shareholders a statement (the "Adjustment Proposal") setting forth in detail its proposed adjustments to Stockholders Equity. Such statement shall be prepared in good faith and shall set forth all positive and negative adjustments of which WHI is aware. WHI shall provide the Shareholders with full access to all assets, records and work papers necessary to compute and verify the accuracy of the Adjustment Proposal. This Adjustment Proposal as delivered to the Shareholders shall be final for purposes of this Agreement unless, within sixty (60) days after delivery to the Shareholders, they shall deliver to WHI a notice setting forth in detail their disagreement with the Adjustment Proposal ("Dispute Notice"). After delivery of a Dispute Notice, WHI and the Shareholders shall promptly negotiate in good faith with respect to the subject of the Dispute Notice, and if they are unable to reach an agreement within fifteen (15) days after receipt by WHI of the Dispute Notice, the dispute (but only such disputed items) shall be submitted to the Independent Auditor. The Independent Auditor shall not have authority to redetermine any matter except those which are in dispute. The Independent Auditor shall be directed to issue a final and binding decision within sixty (60) days of submission of the Dispute Notice, as to the issues of disagreement referred to in the Dispute Notice and not resolved by the parties. The Adjustment Proposal, as so adjusted by agreement or by the Independent Auditor (if required) shall be final and binding on the parties.
Sample 1
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CALCULATION OF STOCKHOLDERS EQUITY. The consolidated stockholders equity of Xxxxxxx Xxxxxxx at Closing shall be as determined in accordance with generally accepted accounting principles less any Shareholders' Expenses (as defined in Section 12.2), including any prepayment fees and penalties paid in connection with the discharge of the Debt, payable by the Shareholders at the Closing ("Stockholders Equity"). The parties agree that such Stockholders Equity calculation shall not include the net income effect of the forgiveness of the Shareholder Notes in connection with the Redemption.
Sample 1

Related to CALCULATION OF STOCKHOLDERS EQUITY

  • STOCKHOLDERS' EQUITY As at any date of determination, the sum of (a) the capital accounts including common stock and preferred stock, but excluding treasury stock of the Borrower plus (b) the earned surplus and capital surplus of the Borrower (excluding adjustments to translate foreign assets and liabilities for changes in foreign exchange rates made in accordance with Financial Accounting Standards Board Statement No. 52), as determined in accordance with GAAP.

  • Shareholders’ Equity Permit Gannett’s Total Shareholders’ Equity at any time to be less than $3,500,000,000.

  • Minimum Shareholders’ Equity The Borrower will not permit Shareholders’ Equity at the last day of any fiscal quarter of the Borrower to be less than $500,000,000 plus 25% of the net proceeds of the sale of Equity Interests by the Borrower and its Subsidiaries after the Ninth Amendment Effective Date (other than proceeds of sales of Equity Interests by and among the Borrower and its Subsidiaries).

  • Maximum Consolidated Leverage Ratio The Consolidated Leverage Ratio at any time may not exceed 0.75 to 1.00; and

  • Determination of Net Asset Value, Net Income and Distributions Subject to applicable federal law including the 1940 Act and Section 3.6 hereof, the Trustees, in their sole discretion, may prescribe (and delegate to any officer of the Trust or any other Person or Persons the right and obligation to prescribe) such bases and time (including any methodology or plan) for determining the per Share or net asset value of the Shares of the Trust or any Series or Class or net income attributable to the Shares of the Trust or any Series or Class, or the declaration and payment of dividends and distributions on the Shares of the Trust or any Series or Class and the method of determining the Shareholders to whom dividends and distributions are payable, as they may deem necessary or desirable. Without limiting the generality of the foregoing, but subject to applicable federal law including the 1940 Act, any dividend or distribution may be paid in cash and/or securities or other property, and the composition of any such distribution shall be determined by the Trustees (or by any officer of the Trust or any other Person or Persons to whom such authority has been delegated by the Trustees) and may be different among Shareholders including differences among Shareholders of the same Series or Class.

  • End of Fiscal Years; Fiscal Quarters The Borrower will cause (i) each of its fiscal years to end on December 31 of each year and (ii) its fiscal quarters to end on March 31, June 30, September 30 and December 31, respectively, of each year.

  • Consolidated Leverage Ratio Permit the Consolidated Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than 2.50 to 1.0.

  • Consolidated Net Leverage Ratio Permit the Consolidated Net Leverage Ratio as of the end of any fiscal quarter of the Borrower to be greater than 4.50:1.00.

  • Total Net Leverage Ratio Maintain as of the end of each fiscal quarter, a Total Net Leverage Ratio for Quantum and its Subsidiaries, on a consolidated basis, of not greater than the ratio set forth below for each four (4) consecutive fiscal quarter period then ended set forth below: Fiscal Quarter Ending Maximum Total Net Leverage Ratio September 30, 2021 4.25:1.00 December 31, 2021 4.25:1.00 March 31, 2022 Not Tested June 30, 2022 3.50:1.00 September 30, 2022 3.50:1.00 December 31, 2022 3.50:1.00 March 31, 2023 3.50:1.00 June 30, 2023 3.00:1.00 September 30, 2023 3.00:1.00 December 31, 2023 3.00:1.00 March 31, 2024 3.00:1.00 June 30, 2024 3.00:1.00 September 30, 2024 3.00:1.00 December 31, 2024 3.00:1.00 March 31, 2025 3.00:1.00 June 30, 2025 3.00:1.00 December 31, 2025 and each fiscal quarter ending thereafter 3.00:1.00”

  • Minimum Consolidated Interest Coverage Ratio Permit the Consolidated Interest Coverage Ratio as of the end of any fiscal quarter of the Borrower to be less than 3.25 to 1.00.

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