Computation of Purchase Price Sample Clauses

Computation of Purchase Price. As consideration for the sale, transfer, assignment, conveyance and delivery of the Acquired Assets, Buyer shall pay to Seller the following consideration:
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Computation of Purchase Price. Tract 2 will be auctioned on a per acre bid price. The total purchase price for the tract will be determined by multiplying the per acre bid price times the approximate number of acres of 40 acres more or less. Although the purchase price is computed on a per acre dollar amount, the purchase price recited herein constitutes the purchase price for the entire tract regardless of any variances in the number of acres. DATED this day of , 2016. Executed in duplicate ESTATE OF XXXXXXXX X. XXXXXXX, Seller Xxxxxxx Xxxxxxxx, Executor 0000 X. Xxxxx Xxxx., #00X Xxxx Xxxxx, XX 00000 , Buyer Xxxxx Xxxxxx, Executor 0000 000xx Xxxxxx Xxxxxxxxxx, XX 00000 , Buyer Xxxxxxxxx Xxxxxxxxx, Executor BUYERS' ADDRESS 0000 Xxxxxxx Xxxxx Xx. Xxxxxxxx Xxxxx, XX 00000 STATE OF IOWA, COUNTY OF XXX This instrument was acknowledged before me on , by and . , Notary Public STATE OF , COUNTY OF This instrument was acknowledged before me on , by Xxxxxxx Xxxxxxxx as Executor of the Xxxxxxxx X. Xxxxxxx Estate. , Notary Public STATE OF IOWA, COUNTY OF XXX This instrument was acknowledged before me on , by Xxxxx Xxxxxx as Executor of the Xxxxxxxx X. Xxxxxxx Estate. , Notary Public STATE OF , COUNTY OF This instrument was acknowledged before me on , by Xxxxxxxxx Xxxxxxxxx as Executor of the Xxxxxxxx X. Xxxxxxx Estate.
Sample 1
Computation of Purchase Price. Each Unit and the related portion of ----------------------------- the Limited Partner's Partnership Interest shall be convertible into one Common Share, as adjusted from time to time as provided in Paragraph 13, below.
Sample 1
Computation of Purchase Price. FORM OF PAYMENT. The purchase price ("Purchase Price") payable by the REIT to each Exercising Partner with respect to the exercise of Sale Rights shall be equal to the product of (a) the number of Offered Units, (b) the Conversion Factor and (c) the Current Per Share Market Price as of the date that the Exercise Notice was delivered to the REIT (the "Computation Date"). The Purchase Price shall, in the sole and absolute discretion of the REIT, be paid in the form of (a) cash or cashier's or certified check or by wire transfer of immediately available funds to the Exercising Partners' designated account(s), (b) by the issuance by the REIT of a number of REIT Shares equal to the product of the (i) number of Offered Units and (ii) the Conversion Factor or (c) any combination of cash and REIT Shares (such REIT Shares to be valued at the Current Per Share Market Price).
Sample 1
Computation of Purchase Price. The aggregate consideration to be paid by Purchaser to Sellers for the Assets shall be the assumption of the Assumed Liabilities as set forth in Article 3, and the payment of an amount ("Purchase Price") equal to the sum of:
Sample 1
Computation of Purchase Price. FORM OF PAYMENT. The Purchase Price payable by the General Partner to the Limited Partner for the Offered Partnership Units shall be payable, at the election of the General Partner, by (a) the issuance by the General Partner of the number of its Class A Common Shares equal to the product, expressed as a whole number, of (i) the number of Partnership Units being exchanged, multiplied by (ii) the Exchange Factor (the "Share Purchase Price") or (b) in cash; provided, however, that to the extent the Share Purchase Price would violate the Ownership Restrictions, the Purchase Price to be paid for the Offered Partnership Units shall be paid in cash rather than in Class A Common Shares (the "Cash Purchase Price"). The Cash Purchase Price shall mean, with respect to the applicable number of Offered Partnership Units upon the exercise of any Exchange Right, an amount of cash (in immediately available funds) equal to (i) the number of Class A Common Shares that would be issued to the Exercising Partner if the Share Purchase Price were paid for such Offered Partnership Units (taking into account the adjustments required pursuant to the definition of "Exchange Factor") multiplied by (ii) the Current Per Share Market Price computed as of the Computation Date. The Cash Purchase Price shall be paid in the form of cash, or cashier's check, or by wire transfer of immediately available funds to the Limited Partner's designated account.
Sample 1
Computation of Purchase Price. Promptly after receipt ----------------------------- of a Put Notice or a Call Notice, as the case may be, DR Investor shall cause the Company to determine the Put Price or Call Price, as the case may be, as follows. The "Call Price" shall be an amount, determined and stated in US Dollars, equal to (i) the greater of (A) 150% of the book value of the Company determined as at the end of the latest fiscal quarter before the date of the Call Notice and (B) the. Equity Value of the Company (as defined below), multiplied by (ii) JF Investor's Percentage. The "Put Price" shall be equal to ninety-nine and one-half percent (99 1/2%) of the Call Price. If JF Investor has made an Additional Equity Contribution in the same calendar quarter as the date of the Put Notice or Call Notice or in the same calendar quarter as the date of the closing of the sale of JF Investor's Corporate Part, the amount of such Additional Equity Contribution shall be added into the Put Price or Call Price (as the case may be) . The amount of such Additional Equity Contribution shall be paid (pursuant to the provisions of Section 10.4(c)) on the date of the closing of the sale of JF Investor's Corporate Part, and the remainder of the Put Price or Call Price shall be paid as set forth in Section 10.4. The US Independent Accountants shall make the determinations of the book value and the Equity Value of the Company from the applicable financial statements of the Company prepared in accordance with US GAAP. The "Equity Value" of the Company shall be an amount, determined for purposes of this Article X as of the date of the Put Notice or Call Notice (the "Determination Date"), equal to (a) an amount determined by multiplying the Average EBIT (as defined below) times 5; (b) less, subject to (c) below, the total amount of all short term and long term debt, including all Debt Contributions determined as at the Determination Date; (c) plus the amount of any Non-Productive Investments, if any, determined as at the Determination Date; (d) plus the amount of the cash balances and the fair market value of marketable securities, if any, of the Company (excluding an amount equal to the Purchase Price (as defined in the Equipment Lease) and all Interest (as defined in the
Sample 1
AutoNDA by SimpleDocs
Computation of Purchase Price. 1. Promptly after Lessor's receipt of the applicable Notice of Exercise and the Deposit, Lessor and Lessee shall meet in an effort to negotiate, in good faith, the Fair Market Value (defined below) of the Premises as of the date of Lessee's delivery of the Notice of Exercise and Deposit. If Lessor and Lessee have not agreed upon such Fair Market Value within fifteen (15) days after Lessor's receipt of the Notice of Exercise and the Deposit, then Lessor and Lessee shall each appoint one appraiser not later than ten (10) days after the expiration of said fifteen (15) day period. Within five (5) days after the appointment of such appraisers, the two appointed appraisers shall appoint a third appraiser. If they are unable to agree on a third appraiser within the five (5) day period set forth above, then Lessor or Lessee may, by giving five (5) days notice to the other party, apply to the presiding judge of the Superior Court of the County in which the premises are located, for the selection of a third appraiser who meets the qualifications stated in this paragraph. The third appraiser, however selected, shall be a person who has not previously acted in any capacity for either party. Lessor and Lessee shall instruct the appraisers to complete the determination of Fair Market Value within thirty (30) days after appointment of such appraisers. If either Lessor or Lessee fails to appoint its appraiser within the prescribed time period, the single appraiser appointed shall determine the Fair Market Value of the Premises. Each party shall bear the cost of its own appraiser, and the parties shall bear equally the cost of the third or single appraiser. All appraisers shall be independent, shall have at least five (5) years' experience in the appraisal of commercial/industrial real property substantially similar to the Premises, and shall be members of professional organizations such as MAI or equivalent.
Sample 1

Related to Computation of Purchase Price

  • Calculation of Purchase Price The bank’s ownership interest in a security will be quantified one of two ways: (i) number of shares or other units, as applicable (in the case of equity securities) or (ii) par value or notational amount, as applicable (in the case of non-equity securities). As a result, the purchase price (except where determined pursuant to clause (ii) of the preceding paragraph) shall be calculated one of two ways, depending on whether or not the security is an equity security: (i) the purchase price for an equity security shall be calculated by multiplying the number of shares or other units by the applicable market price per unit; and (ii) the purchase price for a non-equity security shall be an amount equal to the applicable market price (expressed as a decimal), multiplied by the par value for such security (based on the payment factor most recently widely available). The purchase price also shall include accrued interest as calculated below (see Calculation of Accrued Interest), except to the extent the parties may otherwise expressly agree, pursuant to clause (ii) of the preceding paragraph. If the factor used to determine the par value of any security for purposes of calculating the purchase price, is not for the period in which the Bank Closing Date occurs, then the purchase price for that security shall be subject to adjustment post-closing based on a “cancel and correct” procedure. Under this procedure, after such current factor becomes publicly available, the Receiver will recalculate the purchase price utilizing the current factor and related interest rate, and will notify the Assuming Institution of any difference and of the applicable amount due from one party to the other. Such amount will then be paid as part of the settlement process pursuant to Article VIII.

  • Determination of Purchase Price The Securities Administrator will be responsible for determining the Purchase Price for any Mortgage Loan that is sold by the Trust or with respect to which provision is made for the escrow of funds pursuant to this Section 2.03 and shall at the time of any purchase or escrow certify such amounts to the Depositor; provided that the Securities Administrator may consult with the Servicer to determine the Purchase Price unless the Servicer is the Purchaser of such Mortgage Loan. If, for whatever reason, the Securities Administrator shall determine that there is a miscalculation of the amount to be paid to the Trust, the Securities Administrator shall from monies in a Distribution Account return any overpayment that the Trust received as a result of such miscalculation to the applicable Purchaser upon the discovery of such overpayment, and the Securities Administrator shall collect from the applicable Purchaser for deposit to the Securities Account any underpayment that resulted from such miscalculation upon the discovery of such underpayment. Recovery may be made either directly or by set-off of all or any part of such underpayment against amounts owed by the Trust to such Purchaser.

  • Allocation of Purchase Price (a) No later than sixty (60) days after Closing or within a reasonable time thereafter as agreed by Sellers and Purchaser, Purchaser shall prepare and deliver to Sellers a proposed allocation of the Purchase Price (plus the Assumed Liabilities and any other Liabilities deemed assumed by the Purchaser for U.S. federal income Tax purposes) among the Transferred Assets which shall be prepared in a manner consistent with Section 1060 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”) (the “Proposed Allocation Schedule”). After receipt of the Proposed Allocation Schedule from Purchaser, the Sellers shall have fifteen (15) days to review the Proposed Allocation Schedule. The Proposed Allocation Schedule will be considered final and binding on the Parties unless Sellers communicate to Purchaser objections to the Proposed Allocation Schedule (an “Allocation Dispute Notice”). Sellers and Purchaser shall, within ten (10) days (or such longer period as Sellers and Purchaser may agree in writing) following delivery of an Allocation Dispute Notice (the “Allocation Resolution Period”), attempt in good faith to resolve their differences and prepare a final allocation schedule that is acceptable to both Sellers and Purchaser. If Sellers and Purchaser are unable to completely resolve any such differences within such ten (10) day period, the unresolved issues (the “Allocation Dispute”) shall be resolved by the Accounting Firm in accordance with Section 1.5(b) (once so resolved, the “Final Allocation Schedule”), subject to approval by the Bankruptcy Court. Purchaser and Sellers shall file all Tax Returns (including amended returns and claims for refund) and information reports in a manner consistent with the Final Allocation Schedule and shall not take any position for Tax purposes (including on IRS Form 8594 or in any audit or other examination or proceeding relating to Taxes) inconsistent with this Section 1.5 unless required to do so by applicable Law.

  • Adjustment of Purchase Price NUMBER AND KIND OF SHARES OR NUMBER OF RIGHTS. The Purchase Price, the number and kind of shares covered by each Right and the number of Rights outstanding are subject to adjustment from time to time as provided in this Section 11.

  • Purchase Price; Allocation of Purchase Price (a) The purchase price for the Purchased Assets and the Shares (the “Purchase Price”) is $3,000,000,000 (three billion dollars) in cash. The Purchase Price shall be paid as provided in Section 2.09 and shall be subject to adjustment as provided in Sections 2.09 and 2.11. Seller shall be treated as receiving a portion of the Purchase Price as agent for its Affiliates actually selling the Purchased Assets and the Shares consistent with the allocation of the Purchase Price pursuant to the Allocation Statement.

  • Payment of Purchase Price The Purchase Price shall be paid as follows:

  • Purchase Price; Payment of Purchase Price In addition to the Assumed Liabilities described below, the aggregate consideration for the Subject Assets (the "Purchase Price") shall be the amount equal to $1.00 (the "Purchase Price").

  • Balance of Purchase Price The balance of the Purchase Price shall be paid in cash or by certified funds at the Closing (as defined below).

  • Allocation of Purchase Payments The allocation of Purchase Payments is made in accordance with your selection made at the Issue Date. Unless you elect otherwise, subsequent Purchase Payments will be allocated in accordance with your initial selection. Allocation of the Purchase Payments is subject to the Allocation Requirements set forth on the Contract Schedule. If there are Joint Owners, unless we are instructed to the contrary, allocation instructions will be accepted from either one of the Joint Owners. ACCOUNT VALUE PROVISION ACCOUNT VALUE -- Your Account Value for any Business Day is the sum of your interests in the Subaccounts of the Separate Account as of such Business Day. The portion of your Account Value in a Subaccount is determined by multiplying the number of Accumulation Units allocated to the Contract for the Subaccount by the Accumulation Unit Value. ACCOUNT FEE -- We will deduct an Account Fee from your Account Value as set forth on the Contract Schedule. SEPARATE ACCOUNT PROVISIONS THE SEPARATE ACCOUNT -- The Separate Account is designated on the Contract Schedule and consists of assets, which are kept separate from our General Account assets and all of our other segregated asset accounts. The assets of the Separate Account, equal to reserves and other liabilities of your Contract and those of other owners who have an interest in the Separate Account, will not be charged with liabilities arising out of any other business we may do. The Separate Account assets are divided into Subaccounts. The assets of each Subaccount are allocated to an Investment Option. INVESTMENTS OF THE SEPARATE ACCOUNT -- Purchase Payments applied to the Separate Account are allocated to the Subaccounts of the Separate Account. We may, from time to time, add additional Investment Options. You may be permitted to transfer all or a portion of your Account Value to the additional Investment Option(s). However, the right to make any transfer will be limited by any terms and conditions in effect at the time of transfer. If the shares of any of the Investment Options become unavailable for investment by the Separate Account, or we deem further investment in these shares inappropriate, we may prohibit or otherwise limit further purchase of such shares or substitute shares of another Investment Option for shares already purchased under this Contract, subject to obtaining any necessary regulatory approvals. CHANGE IN OPERATION -- We reserve the right to transfer assets of the Separate Account to another account, and to modify the structure or operation of the Separate Account, subject to obtaining any necessary regulatory approvals. If we do so, we guarantee that such modification will not affect your Account Value. VALUATION OF ASSETS -- Assets of the Separate Account are valued at their fair market value in accordance with our procedures. ACCUMULATION UNIT -- Accumulation Units shall be used to account for all amounts allocated to or withdrawn from a Subaccount of the Separate Account as a result of Purchase Payments, withdrawals, transfers, or fees and charges. We will determine the number of Accumulation Units of a Subaccount purchased or canceled. This is done by dividing the amount allocated to (or the amount withdrawn from) the Subaccount, by the dollar value of one Accumulation Unit of the Subaccount as of the end of the Business Day during which the Notice for the transaction is received at the Annuity Service Office. ACCUMULATION UNIT VALUE -- The initial Accumulation Unit Value for each Subaccount was set by us. Subsequent Accumulation Unit values for each Subaccount are determined by multiplying the Accumulation Unit Value for the immediately preceding Business Day by the Net Investment Factor of the Subaccount for the current Business Day. The Accumulation Unit Value may increase or decrease from Business Day to Business Day. NET INVESTMENT FACTOR -- The Net Investment Factor for each Subaccount is determined by dividing A by B and multiplying by (1-C) where: A is (i) the net asset value per share of the Investment Option held by the Subaccount at the end of the current Business Day; plus

  • Adjustment of Purchase Price and Number of Shares The number of shares of Common Stock issuable upon exercise of this Warrant (or any shares of stock or other securities or property receivable or issuable upon exercise of this Warrant) and the Purchase Price are subject to adjustment upon occurrence of the following events:

Time is Money Join Law Insider Premium to draft better contracts faster.