Purchase Price 3. Purchased Assets 2.1(a) Regulations 7.9 Seller Systems 4.11(e) Sellers Preamble Seller Intellectual Property Rights 4.11(a) Seller Parties Preamble Shareholders Preamble Shareholders’ Representative Preamble Third Party Claim 10.4(a) Transferred Employees 7.8 Transfer Taxes 9.3(a) UK Employees 7.9 Working Capital Statement 3.3(a)
Purchase Price 3. 1(a) Purchased Assets 2.1(a) Purchaser Introductory Paragraph Purchaser Closing Certificate 7.3(f) Purchaser Indemnitees 9.2(a) Purchaser Representations 9.1(a) Purchaser Warranty Losses 9.2 Representative Introductory Paragraph Restricted Contract 2.5(a) Restricted Services 6.5(a) Second Cut-Off Date 9.1(a) Seller Introductory Paragraph Seller Accounts Payable and Indebtedness Amount 2.3(b) Seller Closing Certificate 7.2(i) Seller Indemnitees 9.3 Seller Investor Party 4.20(a) Seller Source Code 4.9(g) Seller Warranty Losses 9.3 Seller Wire Account 3.2(b)(iv) Signing Advance 3.1(b) Special Cap 9.2(c) Tax Clearance Certificate 6.8(c) Third Party Claim 9.4(a) Third Party Defense 9.4(b) Transaction Expense Statement 2.3(b) Transferred Employees 6.7(a) Unitholder Introductory Paragraph
Purchase Price 3. 1 The Parties agree that the Software has a purchase price of 4 million restricted and unregistered shares (the Purchase Price ).
3.2 The Purchase Price will be paid no later than the 15th of January 1999.
Purchase Price 3. (a) The purchase price for the Vessel is SIXTY MILLION US DOLLARS ($60,000,000) (the “Gross Purchase Price”). The Gross Purchase Price shall be subject to reduction as provided for in Section 3.2 of this Agreement to determine the net purchase price (the “Net Purchase Price”), which shall be the amount to be paid by -3- Buyer to Seller on the Final Payment Date. Ancillary Items (other than with respect to the Excluded Drilling Equipment and the Software) are included in the sale of the Vessel and no amounts over and above the Net Purchase Price as calculated herein shall be paid by Buyer to Seller on the Final Payment Date (as defined below) to acquire the Vessel; provided that on the Final Payment Date Buyer shall pay Seller, in addition to the Net Purchase Price, all undisputed amounts owed (if any) Seller under the Charter Agreement and the Marine Services Agreement. (b) Upon execution of this Agreement, Buyer shall pay to Seller TEN MILLION US DOLLARS ($10,000,000) as a deposit on the Gross Purchase Price (the “Performance Deposit”), which is nonrefundable except as provided in Section 4.8 or Section 13.1. (c) Upon execution of this Agreement and in addition to the Performance Deposit, Buyer shall pay Seller for fuel on board the Vessel as of the start of the Drilling Contract on August 3, 2005. As of August 3, 2005, the fuel on board the Vessel amounted to 78,876 gallons of diesel fuel at an assumed price of $1.7952 per gallon. As a result, Buyer will pay Seller $141,598.20. This amount shall not reduce or otherwise impact the Gross Purchase Price or the Net Purchase Price.
Purchase Price 3. 1 The purchase price (the "Purchase Price") to be paid by Buyer to Seller for the Property shall be $ See Addendum, payable as follows:
(a) Cash down payment, including the Deposit as defined in paragraph 4.3 (or if an all cash transaction, the Purchase Price): $ ______________
(b) Amount of "New Loan" as defined in paragraph 5.1, if any: $ ______________
Purchase Price 3. Section 1.05 Milestone 3 Section 1.06 Reports and Reporting 4 Section 1.07 Allocation of Purchase Price 4 Section 1.08 Non-Assignable Assets. 4 Section 1.09 Withholding Taxes 5 Section 1.10 Exploitation of Products 5 ARTICLE II CLOSING 5 Section 2.01 Closing 5 Section 2.02 Closing Deliverables. 5 Section 2.03 Delivery of Records 6 ARTICLE III REPRESENTATIONS AND WARRANTIES OF SELLER 6 Section 3.01 Organization and Authority of Seller 6 Section 3.02 No Conflicts or Consents 6 Section 3.03 Intellectual Property 7
Purchase Price 3. 1 Purchased Assets 1.1
Purchase Price 3. As consideration for the purchase and transfer of the Sale Assets, the Purchaser shall pay to the Seller an amount equal to EUR 2,500,000.00 (two million and five hundred thousand euros) (the “Purchase Price”), excluding VAT, if any.
Purchase Price 3. 1.1 The purchase price for the sale of the Transferred Assets by Polestar to Geely under this Agreement (the “Purchase Price”) shall be equal to [***]under Section 8.2 paid or to be paid by Polestar or its Affiliates to the Vendors plus VAT which equals to CNY[***]. Agreement No.: GEE23-006 4(16) 3.2
Purchase Price 3. The aggregate purchase price for the Shares is EUR 76,000,000 (Initial Pur- chase Price) plus, on a euro-for-euro basis, an amount equal to the aggregate of the Net Debt Adjustment and the Net Working Capital Adjustment (Ad- justment Amount) (together, Purchase Price), and it shall be paid and cal- culated as set forth in this Section 3. 3.
