Closing Value. The Bank shall calculate value of such canceled FX Transaction by converting (1) in the case of a FX Transaction whose Settlement Date is the same as or later than the Close-Out Date, the amount of Foreign Currency into US dollars at a rate of exchange at which the Bank can buy or sell US dollars with or against the Foreign Currency for delivery on the Settlement Date of the relevant FX Transaction; or (2) in the case of a FX Transaction whose Settlement Date precedes the Close-Out Date, the amount of the Foreign Currency adjusted by adding interest with respect thereto at the Variable Rate from the Settlement Date to the Close-Out Date, into US Dollars at a rate of exchange at which the Bank can buy or sell US dollars with or against the Foreign Currency for delivery on the Close-Out Date.
Closing Value. The term "Closing Value" is defined as the average per share closing price of Parent's shares of common stock for the ten (10) trading days ending two (2) trading days prior to the date of this Agreement, which is equal to Thirteen and 25/1000 Dollars ($13.025).
Closing Value. Not later than thirty (30) business days after the Closing Date, the Seller shall deliver to the Buyer unaudited consolidated financial statements of the Business for the period from the date of signing of this Agreement to the Closing Date (the "Closing Statements"). If the Net Book Value for the Closing Date calculated on the basis of the Closing Statements differs from the Projected NBV the Purchase Price payable by the Buyer on the Closing Date will not be adjusted.
Closing Value. EXCHANGE RATIO ------------- -------------- Less than $54.50 0.3743 $54.50 0.3743 $55.00 0.3731 $55.50 0.3720 $56.00 0.3708 $56.50 0.3696 $57.00 0.3685 $57.50 0.3673 $58.00 0.3662 $58.50 0.3650 $59.00 0.3638 $59.50 0.3627 $60.00 0.3615 $60.50 0.3603 $61.00 0.3592 $61.50 0.3580 $62.00 0.3568 $62.50 0.3557 $63.00 0.3545 $63.50 0.3534 $64.00 0.3522 $64.50 0.3510 $65.00 0.3500 Greater than $65.00 0.3500 * For purposes of this Exhibit "A," the Closing Value shall be rounded to the nearest half or whole dollar figure, and any Closing Value at the midpoint between two Closing Values listed above (e.g., $63.25) shall be rounded to the nearest whole dollar figure. 53 ANNEX A PLAN OF MERGER OF FRANKLIN BANCORPORATION, INC. WITH AND INTO BB&T FINANCIAL CORPORATION OF VIRGINIA
Closing Value. EXCHANGE RATIO ------------- -------------- Less than $54.50 0.3743 $54.50 0.3743 $55.00 0.3731 $55.50 0.3720 $56.00 0.3708 $56.50 0.3696 $57.00 0.3685 $57.50 0.3673 $58.00 0.3662 $58.50 0.3650 $59.00 0.3638 $59.50 0.3627 $60.00 0.3615 $60.50 0.3603 $61.00 0.3592 $61.50 0.3580 $62.00 0.3568 $62.50 0.3557 $63.00 0.3545 $63.50 0.3534 $64.00 0.3522 $64.50 0.3510 $65.00 0.3500 Greater than $65.00 0.3500 * For purposes of this Exhibit "A," the Closing Value shall be rounded to the nearest half or whole dollar figure, and any Closing Value at the midpoint between two Closing Values listed above (e.g., $63.25) shall be rounded to the nearest whole dollar figure. 57 ANNEX B1 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is made as of _____________ 1998, by and among BB&T CORPORATION ("BB&T"), a North Carolina corporation having its principal office at Winston-Salem, North Carolina, BRANCH BANKING & TRUST COMPANY OF VIRGINIA ("Employer"), a Virginia corporation and wholly owned subsidiary of BB&T and ___________ (the "Employee"); WITNESSETH THAT:
Closing Value. The Closing Value for the shares of Pro One Stock of Parent issued to Company at Closing is Thirteen and 25/1000 Dollars ($13.025) per share.
Closing Value. By Closing Value of the Index, we mean the value of the Index as of the close of the New York Stock Exchange, which is usually 4:00 p.m. Eastern time. If no Closing Value is published for a given day, we will use the Closing Value for the next day for which the Closing Value is published. In calculating the change in value of the Index, we use the Closing Value of the Index.
Closing Value. Seller shall cause the Corporation to have a Closing Value (as defined below) as of the Closing Date (as defined below) equal to the sum of TWO MILLION TWO HUNDRED THOUSAND DOLLARS ($2,200,000) provided, however, in the event the Closing Value as determined pursuant to the Closing Balance Sheet (as defined below) is not equal to TWO MILLION TWO HUNDRED THOUSAND DOLLARS ($2,200,000), Purchaser shall receive a credit against the Purchase Price payable hereunder in an amount equal to the difference between TWO MILLION TWO HUNDRED THOUSAND DOLLARS ($2,200,000) and the Closing Value. Closing Value shall be the net worth of the Corporation as reflected on the Closing Balance Sheet provided for herein below (the "Closing Value"). The Closing Balance Sheet shall include the assets and liabilities of the Corporation calculated as of the close of business on the day immediately preceding the Closing Date (the "Closing Balance Sheet"). The Closing Balance Sheet shall be in the form attached hereto as Schedule 3.3-A. The Closing Value as reflected on the Closing Balance Sheet shall be the value of all assets which assets shall be calculated in accordance with the provisions of Schedule 3.3-B attached hereto excluding the Excluded Assets (as defined below) minus the amount of all liabilities of the Corporation including, but not limited to all payables, floor plan obligations (including accrued interest), payroll (including vacation pay), real property taxes, federal and state income taxes, local taxes accrued as of the Closing Date.
Closing Value. The actual Closing Value as of March 31, 2001 ------------- equals $5,089,000.
Closing Value. The Bank shall calculate value of such canceled FX Transaction by converting (1) in the case of a FX Transaction whose Settlement Date is the same as or later than the Close-Out Date, the amount of Foreign Currency into US dollars at a rate of exchange at which the Bank can buy or sell US dollars with or against the Foreign Currency for delivery on the Settlement Date of the relevant FX
