Permitted Deductions definition
Examples of Permitted Deductions in a sentence
Where a Monetization Event relates to more than one Voucher, including a Qualifying Voucher, or where Gross Proceeds or Permitted Deductions relate to more than one Voucher, including a Qualifying Voucher, the Gross Proceeds, Permitted Deductions and resulting CVR Payment shall be allocated to the Qualifying Voucher in good faith by the Board for purposes of applying the Payment Cap, and such allocation shall be final and binding on the Holders absent manifest error.
Until the Expiration Date and the payment in full of all CVR Payments, the Company shall keep, and shall cause its Affiliates to keep, true, complete and accurate records in sufficient detail to permit the determination of the Gross Proceeds, Permitted Deductions, Net Proceeds and CVR Payments under this Agreement.
Where Gross Proceeds in respect of a Monetization Event are received in installments or at different times (including upon the release of escrowed or held-back amounts or the receipt of deferred or contingent consideration), a separate CVR Payment shall be calculated and paid in respect of each such receipt of Gross Proceeds, and Permitted Deductions shall be applied in the order incurred.
All calculations of Gross Proceeds, Permitted Deductions, Net Proceeds, CVR Payments and CVR Payment Amounts, and all allocations of consideration among a Qualifying Voucher and other assets or rights, shall be made by the Company in good faith and shall be set forth in the applicable CVR Payment Statement.
In determining Net Proceeds in respect of a Deemed Monetization, Permitted Deductions shall include only amounts actually paid or payable by the Company or any of its Affiliates and shall not include hypothetical selling costs or hypothetical Taxes.