Allocation of Price. Categories if more than one option: If there are two or more Price Categories within the Distributor’s Pricing Structure for which an ICP is eligible, the Distributor must allocate one of the eligible Price Categories to the ICP.
Allocation of Price. The parties agree that the Purchase Price shall be allocated as follows: (i) $8,550,500.00 to the Hotel Parcel, (ii) $43,926,559.00 to the Hotel Improvements and (iii) $3,522,941.00 to the FF&E and other personalty. Allocations made pursuant to this Section shall be used by the Parties for title insurance and all tax and other government reporting purposes. 3.3
Allocation of Price. Sellers and Buyer agree that they shall file all Tax Returns (including, but not limited to, Internal Revenue Service Form 8594) in a manner which allocates the entirety of the Purchase Price to “Class V assets,” as such term is defined in Treasury Regulation Section 1.338-6(b)(2).
Allocation of Price. On or prior to the Closing Date, Acquisition and the Seller shall agree as to the allocation of the Purchase Price among the Dyn International Companies, and to the extent required by Law or any Tax elections, among the assets of the Dyn International Companies; provided, however, that if, prior to Closing, Acquisition and the Seller are unable to agree, any disputed items shall be submitted to a mutually acceptable appraisal firm (the "Appraiser") for resolution, it being understood that the Appraiser's duty would be to resolve disputes regarding allocation of the Purchase Price and not to interpret or to resolve disputes over the proper interpretation of this Agreement. With respect to all items in dispute, Acquisition and the Seller shall each submit its proposed resolution and the Appraiser shall be instructed to determine which proposal results in the more accurate allocation of the Purchase Price and shall select one of the two proposals. The fees and expenses of the Appraiser shall be paid by the party whose position was not selected as resulting in the most accurate allocation pursuant to the preceding sentence. Thereafter, Acquisition and the Seller shall file all applicable Tax Returns in a manner consistent with the allocations agreed to by Acquisition and the Seller or determined by the Appraiser, as the case may be, and shall not take any positions inconsistent with such allocations unless required by Law.
Allocation of Price. Promptly after the Closing Date, Purchaser shall prepare an allocation statement setting forth the allocation of the Purchase Price in accordance with Section 1060 of the Code among the Purchased Assets (the “Price Allocation”). For purposes of computing the amount of Transfer Taxes, the real estate shall be allocated at $1,500,000 and the Purchased Tangible Property shall be allocated at $3,400,000. Sellers and Purchaser shall report the transactions contemplated hereby on all Tax Returns (including Form 8594 and all other information returns and supplements thereto required to be filed by the parties under Section 1060 of the Code) in a manner consistent with such Price Allocation.
Allocation of Price. The portion of the Purchase Price allocated to the FF&E and to Inventory shall be determined by Buyer in good faith, but in no event more than its depreciated book value on Seller’s books of account. Seller and Buyer shall, upon the request of either, endeavor to allocate the balance of the Purchase Price among the Hotel Premises and intangible property comprising the Hotel; but agreement on allocations shall not be a condition to Closing and, failing such agreement, the balance of the Purchase Price not allocated pursuant to this first sentence of this Section shall be allocated entirely to the Hotel Premises for purposes of determining Seller’s liability for transfer tax only. Allocations made pursuant to this Section shall be used by the Parties for title insurance, all tax and other government reporting purposes, and for the purposes of Section 7.4 hereof. In no event shall the Purchase Price be adjusted as a result of any allocation thereof to the Liquor License.
Allocation of Price. Except to the extent that the Parties (each acting in its sole and absolute discretion) agree on allocations of the Purchase Price, each Party shall be free to make its own such allocations and neither shall be bound by the other's allocations; provided, however, that Seller shall determine the value to be assigned to the Hotel Premises for purposes of the declaration required under applicable Law for the recordation of the Deed (except that, if Seller determines such gross value to be greater than $330,000, it shall obtain Buyer's consent to such declaration, which consent Buyer shall not unreasonably withhold.
Allocation of Price. 14 3.3 Deposit....................................................................................... 14 3.3.1
Allocation of Price. The portion of the Purchase Price allocated to the FF&E shall be agreed upon by Seller and Buyer (and if they cannot agree then the allocation shall equal its depreciated book value) and the portion allocated to Inventory shall equal the lower of its cost and market. Seller and Buyer shall, upon the request of either, endeavor to allocate the balance of the Purchase Price among the Hotel Parcel, the Hotel Improvements and other tangible and intangible property comprising the Hotel; but agreement on allocations shall not be a condition to Closing. Allocations made pursuant to this Section shall be used by the Parties for title insurance and all tax and other government reporting purposes. To the extent the Parties do not agree on allocations of the balance of the Purchase Price, each Party shall be free to allocate such balance in its sole discretion; except that, if the Parties do not otherwise agree, the Party which has the ultimate liability under applicable Law for payment of any realty transfer tax, stamp or documentary tax or sales tax on the sale of the property shall reasonably determine the values to be declared for the items subject to such tax.
Allocation of Price. Seller and Buyer shall reasonably endeavor, prior to the Closing Date, to agree on the amount of the Purchase Price to be allocated to the Hotel Premises for purposes of determining the documentary transfer tax on the conveyance of the Hotel Premises hereunder. Upon the request of either Party, the Parties shall also endeavor to allocate the Purchase Price among all components of the Hotel. Agreement on allocation shall not, however, be a condition to Closing and, failing such agreement, each Party shall be free to allocate the Purchase Price in any manner. Allocations agreed by the Parties pursuant to this Section shall be used by the Parties for title insurance and all tax and other government reporting purposes.
