Calculation; Payment Clause Samples

Calculation; Payment. An employee shall be entitled to one-twelfth of his annual vacation leave for each calendar month of on-duty service calculated from his preceding anniversary date to date of separation. See Addendum 2 which is incorporated herein by reference. For purposes of this section, an employee is considered to have worked a calendar month upon completing a minimum sixteen calendar days of on-duty employment within such month. Upon separation, an employee shall be entitled to compensation at his base rate of pay for all approved, unused vacation leave accrued to his credit as herein provided. Alternatively, the City shall be entitled to reimbursement from an employee upon his separation for any vacation leave used in excess of that accrued to his credit as herein provided.

Calculation; Payment. Interest shall be calculated as set forth above and shall be included and set forth in each monthly statement issued in connection with the Borrower’s Loan Account. Provided that sufficient funds are available on deposit, the Bank shall have the right, at the Bank’s option, to charge all interest to any of the Borrower’s accounts, including the Checking Account, maintained with the Bank on the first day of each month, or such other day as the Bank may charge thereafter, and such interest shall be deemed to be paid by the first amounts subsequently credited thereto, or as otherwise determined in the Bank’s sole discretion. Any such amounts due under this section shall be secured by a security interest in the Collateral pursuant to Section 4 (Security Interests).

Calculation; Payment. (a) At the Closing, on the Closing Date, Buyer shall pay to Sellers as the Purchase Price for the Shares of Common Stock of the Company (the "Purchase Price") an amount equal to the sum of (a) $18,000,000 (the "Cash Portion"), (b) $500,000 as evidenced by a promissory note in the form of Exhibit A hereto (the "First Note"), (c) $1,000,000 as evidenced by a promissory note in the form of Exhibit B hereto (the "Second Note"), and (d) $1,000,000 as evidenced by a promissory note in the form of Exhibit C hereto (the "Third Note" which, together with the First Note and the Second Note, is hereinafter referred to collectively as the "Notes"). (b) The Purchase Price for the Shares of Common Stock of the Company shall be paid by Buyer to Sellers at the Closing on the Closing Date by Buyer (i) delivering to each of Sellers, by bank, cashier's or certified check payable to Sellers or by wire transfer to an account specified by each of Sellers, the Cash Portion set out opposite the name of each of Sellers, and (ii) executing and delivering to the Majority Shareholders the Notes. Each of Sellers shall be responsible for their Prorata Portion of all costs and expenses incurred by the Company or Sellers in connection with consummating the transactions contemplated by this Agreement and including but without limitation, all investment banking, attorneys' and accounting fees and expenses (the "Closing Costs"); provided, however, that in no event shall the Minority Shareholders be liable for Closing Costs in excess of $1.00 for each Share of Common Stock of the Company owned by such Minority Shareholders as of the Closing Date.

Calculation; Payment. (1) The Royalties shall be calculated by the Royalty Payor for each Calculation Period based on the information that is available as at the Calculation Date. To the extent that any Batch or Cannabis is in process (including, by way of not yet being harvested, dried, trimmed, weighed, tested, packaged or sold, as applicable) and for which the information required to calculate one or more Royalties is not yet available, such Royalty will be calculated and paid [***]. (2) Within [***] days after each Quarter, the Royalty Payor shall prepare and forward to the Royalty Payee a Quarterly Statement, together with payment of the Royalties for the applicable Calculation Period as set forth in such Quarterly Statement. (3) Subject to Section 2.05(3), Royalty payments which are payable hereunder shall be paid by the Royalty Payor without set-off or reduction by certified cheque or bank draft payable to or to the order of the Royalty Payee or by wire transfer in accordance with instructions given by the Royalty Payee to the Royalty Payor at least [***] in advance of any payment date, or such other form of immediately available funds as may be agreed to between the Parties.

Calculation; Payment. At the Closing, on the Closing Date, Buyer -------------------- shall pay to the Company as the Purchase Price for the Acquisition Assets and the Business (the "Purchase

Calculation; Payment. The Applicable Accruing Dividends shall accumulate from day to day, whether or not earned or declared, shall be calculated on the basis of twelve 30-day months and a 360-day year, shall be cumulative and shall be payable (and the Board of Directors shall cause the Corporation to pay) in shares of Series A Preferred Stock or Series B Preferred Stock pursuant to Section 1(d) below, in equal quarterly payments on March 31, June 30, September 30 and December 31 (or if any of such days is not a Business Day (as defined below), the Business Day immediately following such day) (each such date being referred to herein as a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date; provided, however, that with respect to such first Quarterly Dividend Payment Date, which will be March 31, 2010, (1) the holders of shares of Series A Preferred Stock shall be entitled pursuant to Section 1(a) to receive a cumulative dividend per share in the amount of (i) 10% multiplied by (ii) a fraction equal to the number of days from such date of original issue to such Quarterly Dividend Payment Date divided by 90; and (2) the holders of shares of Series B Preferred Stock shall be entitled pursuant to Section 1(b) to receive a cumulative dividend per share in the amount of (i) 11.5% multiplied by (ii) a fraction equal to the number of days from such date of original issue to such Quarterly Dividend Payment Date divided by 90. The Series A Accruing Dividends and the Series B Accruing Dividends shall rank pari passu with each other. For purposes hereof, the term “Business Day” means any day other than a Saturday, Sunday or a day on which banking institutions in the State of New York are required by law, regulation or executive order to be closed.

Calculation; Payment