Call Option Purchase Price. The price per share of each Call Option Share acquired by the Purchaser pursuant to the exercise of the Call Option (or any portion thereof) shall be equal to (a) $70,000,000, divided by (b) the total number of shares of the Company outstanding on the date that the Call Option is exercised (the “Call Option Price”).

Call Option Purchase Price. (A) If the Target Company is still a NASDAQ listed company on Reference Date A, the Call Option Purchase Price shall be equal to an amount calculated as follows: (average per share trading price of the Target Company shares during the 120 trading days immediately prior to Reference Date A * the number of Target Company shares held by Tonghao Cayman + other effective net assets of Tonghao Shanghai other than the Tonghao Cayman shares held by it + other effective net assets of Tonghao Cayman other than the Target Company shares held by it) * the percentage of the paid-in registered capital of Tonghao Shanghai represented by the equity interest in Tonghao Shanghai to be so purchased; or (B) If the Target Company is no longer a NASDAQ listed company on Reference Date A, the Call Option Purchase Price shall be equal to an amount calculated as follows: (net profit of the Target Company during the preceding year as audited in accordance with PRC GAAP * (12 ~15) PE multiple + other effective net assets of Tonghao Shanghai other than the Tonghao Cayman shares held by it + other effective net assets of Tonghao Cayman other than the Target Company shares held by it) * the percentage of the paid-in registered capital of Tonghao Shanghai represented by the equity interest in Tonghao Shanghai to be so purchased, in connection with which, the actual PE multiple shall be jointly determined by the Parties with reference to the then fair market value; and (C) Whether under the scenario described in (A) or that in (B) above, the Call Option Purchase Price shall not be lower than the amount calculated as follows: the amount of the paid-in capital of Tonghao Shanghai net of any and all of the relevant expenses * (1+ the number of days elapsed from the date of payment of the capital contribution to Reference Date A/365 * 10%) * the percentage of the paid-in registered capital of Tonghao Shanghai represented by the equity interest in Tonghao Shanghai to be so purchased.

Call Option Purchase Price. The aggregate purchase price to -------------------------- be paid by the Calling Stockholders upon their exercise of the Call Option shall be such amount and on such terms to be negotiated between Communicade and the Calling Stockholders in good faith, such aggregate purchase price to be allocated among the Calling Stockholders in accordance with the number of shares of Company Stock purchased by each such Calling Stockholder.

Call Option Purchase Price. If Wilon exercises the Call Option for all of the Bioverda US GPRE Shares, Wilon shall pay to Bioverda US, as consideration, the same price per share as Bioverda US has paid to GPRE through the Capital Contribution for such shares (the "Call Option Purchase Price"). If at any time after making the Capital Contribution to GPRE and on or before the Call Option Closing Date, Bioverda US makes any additional capital contributions to GPRE and receives GPRE shares in exchange for such additional capital contributions, the Call Option Purchase Price per share shall be increased on a dollar-for-dollar basis by the amount paid for such additional shares and the GPRE shares received for such additional capital contributions shall also be subject to the terms and conditions of this Agreement (subject to the proviso in Section 3.1).

Call Option Purchase Price. If Wilon exercises the Call Option for all of the Bioverda US Interests, Wilon shall pay to Bioverda US, as consideration, the sum of Six Million Seven Hundred Twenty-Two Thousand One Hundred Dollars ($6,722,100) (the "Call Option Price"). If Bioverda US makes Additional Capital Contributions to the Company in accordance with the Operating Agreement at any time after the effective date of the Purchase Agreement and on or before the Call Option Closing Date, the Call Option Purchase Price shall be increased on a dollar-for-dollar basis by the amount of such Additional Capital Contributions.

Related to Call Option Purchase Price

Cash Purchase Price The term "Cash Purchase Price" shall have the meaning set forth in Section 2.3(a).
Closing Purchase Price Buyer shall have delivered the Closing Purchase Price in accordance with Section 2.5.
The Purchase Price If the sale of the Property is not subject to HST, Seller agrees to certify on or before (included in/in addition to) closing, that the sale of the Property is not subject to HST. Any HST on chattels, if applicable, is not included in the Purchase Price.
Base Purchase Price Buyer agrees to pay for the Assets the total sum of Thirty Million and No/100 Dollars ($30,000,000.00) (“Base Purchase Price”) to be paid by direct bank deposit or wire transfer in same day funds at the Closing, subject only to the price adjustments set forth in this Agreement.
Agreement to Purchase Purchase Price Buyer acknowledges that it was the successful bidder for the Property at the Foreclosure Sale with a successful bid for the Property at the Foreclosure Sale in the amount of [ ] ($ ) (the “Purchase Price”), and agrees to purchase all of the interest in the Property from Seller in accordance with and in reliance upon the terms and conditions of this Agreement.
PURCHASE PRICE & TERMS The Buyer agrees to purchase the Property by payment of US Dollars ($ ) as follows: (check one) ☐ - All Cash Offer. No loan or financing of any kind is required in order to purchase the Property. Buyer shall provide Seller written third (3rd) party documentation verifying sufficient funds to close no later than , 20 , at : ☐ AM ☐ PM. Seller shall have three (3) business days after the receipt of such documentation to notify Buyer, in writing, if the verification of funds is not acceptable. If Buyer fails to provide such documentation, or if Seller finds such verification of funds is not acceptable, Seller may terminate this Agreement. Failure of Seller to provide Buyer written notice of objection to such verification shall be considered acceptance of verification of funds.
Total Purchase Price (High Bid + Buyer’s Premium) $
Post-Closing Purchase Price Adjustment 1.9.1 Within ninety (90) days following the Closing Date, Seller shall prepare, or cause to be prepared, and deliver to Purchaser a statement (the “Closing Net Working Capital Statement”) which shall set forth the Net Working Capital of the Newsprint Business and of Apache as of the Closing Time (which shall be set forth separately for each of the Newsprint Business and Apache, but as aggregated shall be referred to as the “Closing Net Working Capital”) and shall be prepared in accordance with Seller’s past accounting methods, policies, practices and procedures and in the same manner, with consistent classification and estimation methodology, as the Financial Statements were prepared, except that the Excluded Assets and the Newsprint Retained Obligations shall be excluded. The Closing Net Working Capital Statement may not be amended by Seller after it is delivered to Purchaser. 1.9.2 Purchaser shall, within thirty (30) days after the delivery of the Closing Net Working Capital Statement to it, complete its review of the Closing Net Working Capital reflected on the Closing Net Working Capital Statement. If Purchaser wishes to dispute the Closing Net Working Capital, Purchaser shall notify Seller in writing in reasonable detail of such disagreement and any reason therefore (“Purchaser’s Objection”), setting forth a specific description of the basis of Purchaser’s Objection and the adjustments to the Closing Net Working Capital that Purchaser believes should be made, on or before the last day of such thirty (30) day period, which Purchaser’s Objection may not be amended by Purchaser after it is delivered to Seller (except to withdraw any such Purchaser’s Objection). Any items on the Closing Net Working Capital Statements not disputed in Purchaser’s Objection shall be irrevocably deemed to be accepted by Purchaser. Seller shall then have thirty (30) days to review and respond to Purchaser’s Objection. If Seller and Purchaser are unable to resolve all of their disagreements with respect to the determination of the foregoing items within thirty (30) days following Seller’s receipt of Purchaser’s Objection (the “Negotiation Period”), they shall refer their remaining differences to a mutually agreeable independent accounting firm of national recognition (other than an independent accounting firm utilized by any of Seller, Apache or Purchaser or any Affiliate of any of the foregoing within the past three (3) years) acceptable to both Seller and Purchaser or if Seller and Purchaser are unable to agree as to such third party accounting firm within ten (10) days after the conclusion of the Negotiation Period, either Seller or Purchaser may request that the Chairman of the American Arbitration Association (or the nominated representative of the Chairman) appoint a third party accounting firm meeting the aforementioned requirements to resolve the dispute (the accounting firm selected being referred to as the “CPA Firm”), who shall determine, only with respect to the remaining differences so submitted, whether and to what extent, if any, the Closing Net Working Capital requires adjustment. The procedure and schedule under which any dispute shall be submitted to the CPA Firm shall be as follows: (a) Within ten (10) days after the later of (i) the end of the Negotiation Period and (ii) the selection of the CPA Firm, Purchaser shall submit any unresolved elements of the Purchaser’s Objection to the CPA Firm in writing (with a copy to Seller), supported by any documents and/or affidavits upon which it relies. Failure to timely do so shall constitute a withdrawal by Purchaser of the Purchaser’s Objection with respect to any unresolved element to which such failure relates. (b) Within fifteen (15) days following Purchaser’s submission of the unresolved elements of the Purchaser’s Objection as specified in sub-clause (a) above, Seller shall submit its response to the CPA Firm in writing (with a copy to Purchaser), supported by any documents and/or affidavits upon which it relies. Failure to timely do so shall constitute an acceptance by Seller with respect to any unresolved elements to which such failure relates. (c) The CPA Firm shall deliver its written determination to Purchaser and Seller no later than the thirtieth (30th) day after the remaining differences underlying Purchaser’s Objection are referred to the CPA Firm, or such longer period of time as the CPA Firm determines is necessary.
Purchase Price; Allocation of Purchase Price (a) The purchase price for the Purchased Assets (the “Purchase Price”) is equal to $675,000,000 in cash. The Purchase Price shall be paid as provided in Section 2.07 and shall be subject to adjustment as provided in Section 2.08. Seller shall be treated as receiving a portion of the Purchase Price as agent for any of its Affiliates actually selling, transferring or conveying the Purchased Assets, consistent with the allocation of the Purchase Price pursuant to the Allocation Statement, and Buyer’s payment of the Purchase Price to Seller shall constitute payment by Buyer to any of Seller’s Affiliates actually selling, transferring or conveying the Purchased Assets hereunder. (b) Within 60 days after the Closing, Buyer shall deliver to Seller a statement (the “Allocation Statement”) allocating the Purchase Price (plus Assumed Liabilities and transaction costs, to the extent properly taken into account under Section 1060 of the Code) among the Purchased Assets in accordance with Section 1060 of the Code. If, within five Business Days after delivery of the Allocation Statement, Seller notifies Buyer in writing that Seller objects to the allocation set forth in the Allocation Statement, Buyer and Seller shall use commercially reasonable efforts to resolve such dispute within 20 days. In the event that Buyer and Seller are unable to resolve such dispute within 20 days, Buyer and Seller shall jointly retain KPMG LLP (the “Accounting Referee”) to resolve the disputed items in the manner described in Section 8.10. (c) Each of Buyer and Seller shall (i) be bound by the Allocation Statement, as may be adjusted in accordance with Section 2.06(e), (ii) act in accordance with, and cause its Affiliates to act in accordance with, the Allocation Statement in the preparation, filing and audit of any Tax Return (including filing IRS Form 8594 with its federal Income Tax Return for the taxable year that includes the Closing) and (iii) take no position, and cause its Affiliates to take no position, inconsistent with the allocation reflected on the Allocation Statement on any Tax Return, in any Contest or otherwise, unless required by a Final Determination. (d) In the event that the allocation reflected on the Allocation Statement is disputed by any Taxing Authority, the party receiving notice of the dispute shall promptly notify the other party hereto, and Buyer and Seller shall use their commercially reasonable efforts to defend such allocation in any Tax audit or similar proceeding. (e) If an adjustment is made with respect to the Purchase Price pursuant to Section 2.08, the Allocation Statement shall be adjusted in accordance with Section 1060 of the Code and as mutually agreed by Buyer and Seller. In the event that an agreement is not reached within 20 days after the determination of the Final Closing Working Capital, any disputed items shall be resolved in the manner described in Section 8.10. Buyer and Seller shall file any additional information return required to be filed pursuant to Section 1060 of the Code and to treat the Allocation Statement as adjusted in the manner described in Section 2.06(c). (f) Not later than 30 days prior to the filing of their respective Forms 8594 relating to this transaction, each party shall deliver to the other party a copy of its Form 8594.
Purchase Price; Number of Shares The registered holder of this Warrant (the “Holder”), commencing on the date hereof, is entitled upon surrender of this Warrant with the subscription form annexed hereto duly executed, at the principal office of the Company, to purchase from the Company, at a price per share of $3.89 (the “Purchase Price”), 51,414 fully paid and nonassessable shares of the Company’s Series A-1 Preferred Stock, $0.0001 par value (the “Preferred Stock”). Until such time as this Warrant is exercised in full or expires, the Purchase Price and the securities issuable upon exercise of this Warrant are subject to adjustment as hereinafter provided. The person or persons in whose name or names any certificate representing shares of Preferred Stock is issued hereunder shall be deemed to have become the holder of record of the shares represented thereby as at the close of business on the date this Warrant is exercised with respect to such shares, whether or not the transfer books of the Company shall be closed.

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