Determination of Transfer Amount Sample Clauses

Determination of Transfer Amount. 5.1 On or immediately after the Partition Date
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Determination of Transfer Amount. The Transfer Amount for the -------------------------------- Receivables that are the subject of any Transfer hereunder shall be determined on or prior to the date of such Transfer, and shall be equal to the Aggregated Adjusted Outstanding Balance of such Receivables.
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Determination of Transfer Amount. On or immediately after the U.K. Transfer Date, MergerCo shall instruct Buyer's Actuary to calculate the U.K. Transfer Amount and within thirty (30) days after the U.K. Transfer Date to submit his findings to Bordxx'x Xxxuary for verification and agreement by him. If Bordxx'x Xxxuary is unable (within thirty (30) days (or such longer period as the parties may agree) of the submission to him of the findings of Buyer's Actuary) to agree the U.K. Transfer Amount as aforesaid the matter shall be referred to an independent actuary pursuant to this Schedule.
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Determination of Transfer Amount. The “Transfer Amount”for Section 6.1 shall be equal to: (1) the Pension Liabilities calculated in accordance with section 6.4 for the Members; and (2) an amount, not less than zero, which is equal to a portion of any going concern surplus existing in the Teck DB Pension Plan as disclosed in the most recently filed actuarial report in connection with the Teck DB Plan and which shall be determined according to the following formula: A divided by B and multiplied by C. For purposes of such surplus formula, A is the amount of the Pension Liabilities, B is the amount of the total going concern liabilities of the Teck DB Pension Plan as disclosed in the most recently filed actuarial report in connection with the Teck DB Plan, and C is the total plan surplus which is equal to the market value of the assets of the Teck DB Pension Plan as disclosed in the most recently filed actuarial report in connection with the Teck DB Plan, minus B. The “Transfer Amount” for Section 6.2 shall be equal to: (1) the Pension Liabilities calculated in accordance with section 6.4 for the Teck Employees who were members of the Teck DB Plan prior to the Teck Employee Transfer Date; and (2) an amount, not less than zero, which is equal to a portion of any going concern surplus existing in the Teck DB Pension Plan as disclosed in the most recently filed actuarial report in connection with the Teck DB Plan and which shall be determined according to the following formula: A divided by B and multiplied by C. For purposes of such surplus formula, A is the amount of the Pension Liabilities, B is the amount of the total going concern liabilities of the Teck DB Pension Plan as disclosed in the most recently filed actuarial report in connection with the Teck DB Plan and C is the total plan surplus which is equal to the market value of the assets of the Teck DB Pension Plan as disclosed in the most recently filed actuarial report in connection with the Teck DB Plan, minus B.
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Related to Determination of Transfer Amount

  • Limitation of Transactions So long as any Capital Securities remain outstanding, if (a) there shall have occurred and be continuing an Event of Default or (b) the Guarantor shall have selected an Extension Period as provided in the Declaration and such period, or any extension thereof, shall have commenced and be continuing, then the Guarantor may not (x) declare or pay any dividends or distributions on, or redeem, purchase, acquire, or make a liquidation payment with respect to, any of the Guarantor's capital stock or (y) make any payment of principal of or interest or premium, if any, on or repay, repurchase or redeem any debt securities of the Guarantor that rank pari passu in all respects with or junior in interest to the Debentures (other than (i) payments under this Guarantee, (ii) repurchases, redemptions or other acquisitions of shares of capital stock of the Guarantor (A) in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of one or more employees, officers, directors, or consultants, (B) in connection with a dividend reinvestment or stockholder stock purchase plan or (C) in connection with the issuance of capital stock of the Guarantor (or securities convertible into or exercisable for such capital stock), as consideration in an acquisition transaction entered into prior to the occurrence of the Event of Default or the applicable Extension Period, (iii) as a result of any exchange or conversion of any class or series of the Guarantor's capital stock (or any capital stock of a subsidiary of the Guarantor) for any class or series of the Guarantor's capital stock or of any class or series of the Guarantor's indebtedness for any class or series of the Guarantor's capital stock, (iv) the purchase of fractional interests in shares of the Guarantor's capital stock pursuant to the conversion or exchange provisions of such capital stock or the security being converted or exchanged, (v) any declaration of a dividend in connection with any stockholder's rights plan, or the issuance of rights, stock or other property under any stockholder's rights plan, or the redemption or repurchase of rights pursuant thereto, or (vi) any dividend in the form of stock, warrants, options or other rights where the dividend stock or the stock issuable upon exercise of such warrants, options or other rights is the same stock as that on which the dividend is being paid or ranks pari passu with or junior to such stock).

  • Limitation of Transactions Subordination 16 SECTION 6.1

  • Identity of Transfer Agent Forthwith upon the appointment of any Transfer Agent for the Shares or of any subsequent Transfer Agent for Shares issuable upon the exercise of the rights of purchase represented by the Warrants, the Company will file with the Warrant Agent a statement setting forth the name and address of such Transfer Agent.

  • Timing of Transfers Transfers pursuant to this Article XI may only be made upon three (3) Business Days prior notice to the General Partner, unless the General Partner otherwise agrees.

  • Effectuation of Transfers Each of the representations and warranties of the Borrower contained in this Agreement (and all corresponding definitions) are made after giving effect to the Transactions, unless the context otherwise requires.

  • Replacement of Transfer Agent In the event that the Borrower proposes to replace its transfer agent, the Borrower fails to provide, prior to the effective date of such replacement, a fully executed Irrevocable Transfer Agent Instructions in a form as initially delivered pursuant to the Purchase Agreement (including but not limited to the provision to irrevocably reserve shares of Common Stock in the Reserved Amount) signed by the successor transfer agent to Borrower and the Borrower.

  • Notice of Transfers In the event of any transfer of funds or Financial Assets to the Reserve Account pursuant to any provision of Section 4, Secured Party, or Pledgor, as the case may be, shall promptly, after initiating or sending out written instructions with respect to such transfer, give notice to the other such party by facsimile of the date and amount of such transfer.

  • Aggregation of Trades Subadviser, to the extent permitted by applicable laws and regulations, may, but shall be under no obligation to, aggregate the securities or other investments to be sold or purchased for the Fund as well as other clients of Subadviser in order to seek best execution. In such event, allocation of the securities or futures contracts so purchased or sold, as well as the expenses incurred in the transaction, will be made by Subadviser in the manner Subadviser considers to be the most equitable and consistent with its fiduciary obligations to the Fund and to such other clients.

  • Documentation of Transfer Seller shall undertake to file the documents which would be necessary to perfect and maintain the transfer of the security interest in and to the Receivables and Other Conveyed Property.

  • Instruments of Transfer The Stockholder is delivering to LandCARE certificates representing all of the Shares, duly endorsed (or accompanied by duly executed stock powers).

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