Matching Price Sample Clauses

Matching Price. For purposes of this Agreement the term “Qualified Cement Supplier” means a person or legal entity engaged in the production and/or sale of Cement on a regular commercial basis in the area where the relevant Buyer Plant is located. If Buyer believes that the Cement price offered by Seller at any Buyer Plant does not represent the fair market price then available for comparable Cement delivered to such Buyer Plant taking into account delivery costs, Buyer may notify Seller in writing (the “Matching Price Notice”) of the price at which it is able to secure such supply of comparable Cement from a Qualified Cement Supplier, on an arms-length basis at a total price, including the Cement sales price and the transportation cost (such total price, the “Available Delivered Cement Market Price”). Such Matching Price Notice shall state the delivery location or locations, Cement quantities, the relevant Buyer Plant or Plants and the time period to which such notice applies. Such notice shall be executed by an officer of Buyer and shall certify that such Available Delivered Cement Market Price has been determined on a bona fide, arms-length basis and reflects the total consideration to be paid for such comparable Cement and its transportation to the Buyer Plant. The notice shall not identify the Qualified Cement Supplier(s). Seller shall have five working days after receipt of such Matching Price Notice to request Buyer to provide to an independent auditor designated by Seller such information and documentation as is reasonably available to Buyer in order to allow such auditor to verify that such Available Delivered Cement Market Price has been determined on the bona fide, arms-length basis described above, such information to be provided by the Buyer within two working days of the Seller’s request. Within ten working days after Seller’s receipt from Buyer of the Matching Price Notice of its determination of the Available Delivered Cement Market Price, or if Seller requests a review by an independent auditor as provided in this section, within 5 working days of such auditor’s receipt of the documents and information to be provided to such auditor by Buyer, Seller shall notify Buyer whether it will meet the lower Available Delivered Cement Market Price or any objections to Buyer’s determination of the Available Delivered Cement Market Price. If Seller elects to meet such Available Delivered Cement Market Price, that price shall be the price of Cement for the Buyer Plant...
Sample 1
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Related to Matching Price

  • Share Class Annual Compensation Rate Class R-1 1.00% Class R-2 0.75% Class R-2E 0.60% Class R-3 0.50% Class R-4 0.25% Class R-5 No compensation paid Class R-5E No compensation paid Class R-6 No compensation paid

  • Average Annual Compensation The Executive's "Average Annual Compensation" for purposes of this Agreement shall be deemed to mean the average level of compensation paid to the Executive by the Employers or any subsidiary thereof during the most recent five taxable years preceding the Date of Termination, including Base Salary and benefits and bonuses under any employee benefit plans of the Employers.

  • Performance Adjustment Rate Except as otherwise provided in sub-paragraph (e) of this paragraph 3, the Performance Adjustment Rate is 0.02% for each percentage point (the performance of the Portfolio and the Index each being calculated to the nearest .01%) that the Portfolio's investment performance for the performance period was better or worse than the record of the Index as then constituted. The maximum performance adjustment rate is 0.20%. For purposes of calculating the performance adjustment of the portfolio, the portfolio's investment performance will be based on the performance of the retail class. The performance period will commence with the first day of the first full month following the retail class's commencement of operations. During the first eleven months of the performance period for the retail class, there will be no performance adjustment. Starting with the twelfth month of the performance period, the performance adjustment will take effect. Following the twelfth month a new month will be added to the performance period until the performance period equals 36 months. Thereafter the performance period will consist of the current month plus the previous 35 months. The Portfolio's investment performance will be measured by comparing (i) the opening net asset value of one share of the retail class of the Portfolio on the first business day of the performance period with (ii) the closing net asset value of one share of the retail class of the Portfolio as of the last business day of such period. In computing the investment performance of the retail class of the Portfolio and the investment record of the Index, distributions of realized capital gains, the value of capital gains taxes per share paid or payable on undistributed realized long-term capital gains accumulated to the end of such period and dividends paid out of investment income on the part of the Portfolio, and all cash distributions of the securities included in the Index, will be treated as reinvested in accordance with Rule 205-1 or any other applicable rules under the Investment Advisers Act of 1940, as the same from time to time may be amended.

  • Plan Year Any reference to “

  • Matching Contributions The Employer will make matching contributions in accordance with the formula(s) elected in Part II of this Adoption Agreement Section 3.01.

  • VALUE OF PARTICIPANT'S ACCRUED BENEFIT If a distribution (other than a distribution from a segregated Account) occurs more than 90 days after the most recent valuation date, the distribution will include interest at: (Choose (a), (b) or (c))

  • Qualified Matching Contributions If selected below, the Employer may make Qualified Matching Contributions for each Plan Year (select all those applicable):

  • Performance Adjustment One-twelfth of the annual Performance Adjustment Rate will be applied to the average of the net assets of the Portfolio (computed in the manner set forth in the Fund's Declaration of Trust or other organizational document) determined as of the close of business on each business day throughout the month and the performance period.

  • Annual Compensation The Executive’s “Annual Compensation” for purposes of determining severance payable under this Agreement shall be deemed to mean the sum of (i) the annual rate of Base Salary as of the Date of Termination, and (ii) the cash bonus, if any, earned by the Executive for the calendar year immediately preceding the year in which the Date of Termination occurs.

  • Total Compensation The compensation to be paid to Employee under this Agreement shall be in full payment for all services rendered by Employee in any capacity to the Company or any affiliate of the Company.

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