Common use of Purchase Price Adjustment Clause in Contracts

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, Article 8 or Article 10 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable Law.

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Upland Software, Inc.)

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Purchase Price Adjustment. Any amount paid by the Seller Sellers or Buyer under Section 2.032.04, Article 8 or Article 10 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller Sellers on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable Law.

Appears in 2 contracts

Samples: Equity Purchase Agreement (Thoratec Corp), Equity Purchase Agreement (Trinet Group Inc)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, this Article 8 or Article 10 9 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Gastar Exploration LTD), Purchase and Sale Agreement (Gastar Exploration LTD)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, Article 8 or Article 10 11 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable Lawby applicable law.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Decrane Aircraft Holdings Inc), Stock Purchase Agreement (Decrane Holdings Co)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, this Article 8 or Article 10 11 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 2 contracts

Samples: Asset Purchase Agreement (MPC Corp), Asset Purchase Agreement (Gateway Inc)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, Article 8 or Article 10 11 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Skywest Inc), Stock Purchase Agreement (Delta Air Lines Inc /De/)

Purchase Price Adjustment. Any To the extent permitted by Applicable Law, any amount paid by the Seller or Buyer under Section 2.03, Article 8 or Article 10 11 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and purchase price in the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawIssuance.

Appears in 2 contracts

Samples: Transaction Agreement, Transaction Agreement (Foundation Medicine, Inc.)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, Article 8 8.09 or Article 10 11 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 2 contracts

Samples: Asset and Stock Purchase Agreement (Regal Beloit Corp), Asset and Stock Purchase Agreement (Regal Beloit Corp)

Purchase Price Adjustment. Any Unless otherwise required by applicable law, any amount paid by the Seller Sellers or Buyer under Section 2.03, Article 8 or Article 10 11 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nalco Energy Services Equatorial Guinea LLC)

Purchase Price Adjustment. Any amount paid by the Seller Indemnifying Parties or Buyer under Section 2.03, Article 8 9 or Article 10 12 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable Lawpurchase price.

Appears in 1 contract

Samples: Stock Purchase Agreement (Roper Industries Inc)

Purchase Price Adjustment. Any Except to the extent otherwise required pursuant to a Final Determination, any amount paid by the Seller Sellers or Buyer under Section 2.03, Article 8 9 or Article 10 12 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 1 contract

Samples: Stock Purchase Agreement (Meadwestvaco Corp)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.032.07, Section 7.05, Section 7.09(c), Article 8 or and Article 10 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 1 contract

Samples: Stock Purchase Agreement (Hanover Insurance Group, Inc.)

Purchase Price Adjustment. Any To the extent permitted by Applicable Law, any amount paid by the Seller or Buyer under Section 2.03, Article 8 or Article 10 will 11 shall be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 1 contract

Samples: Stock Purchase Agreement (1 800 Flowers Com Inc)

Purchase Price Adjustment. Any amount paid by the Seller Sellers or Buyer under Section 2.03, Article 8 or Article 10 will 11.01 shall be treated as an adjustment to the Aggregate Purchase Price (including unless otherwise required by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable Law.

Appears in 1 contract

Samples: Purchase Agreement (Martin Midstream Partners Lp)

Purchase Price Adjustment. Any amount paid by the Seller Group or Buyer under Section 2.03, Article 8 or Article 10 11 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 1 contract

Samples: Purchase Agreement (Silicon Graphics Inc)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03pursuant to this Article 12 shall, Article 8 or Article 10 will for tax purposes, be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 1 contract

Samples: Purchase and Sale Agreement (UCP, Inc.)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, Article 8 ‎Article 7 or Article 10 will ‎Article 9 shall be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax income tax purposes to the extent permitted under by Applicable Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Masco Corp /De/)

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Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, this Article 8 or Article 10 will 9 shall be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 1 contract

Samples: Macrilen Acquisition Agreement (Strongbridge Biopharma PLC)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, Article 8 or Article 10 9 will be treated as an adjustment to the Aggregate Adjusted Purchase Price (including by Buyer and unless a determination within the Seller on their respective Tax Returnsmeaning of Code Section 1313(a) or change in applicable law causes any such amount not to constitute an adjustment to the Adjusted Purchase Price for Tax purposes to the extent permitted under Applicable Law.purposes. Purchase and Sale Agreement 15 November 2011

Appears in 1 contract

Samples: Purchase and Sale Agreement

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, Article 8 8.06 or Article 10 11 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (NGL Energy Partners LP)

Purchase Price Adjustment. Any amount paid by the Seller Sellers or Buyer Paramount under Section 2.03, this Article 8 7 or Article 10 will 9 shall be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective purchase price for all applicable Tax Returns) for Tax purposes to the extent permitted under Applicable Lawpurposes.

Appears in 1 contract

Samples: Stock Purchase Agreement (Paramount Acquisition Corp)

Purchase Price Adjustment. Any amount paid by the Seller Sellers or Buyer under Section 2.03, Article 8 7 or Article 10 will 9 shall be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax income tax purposes to the extent permitted under by Applicable Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (McCormick & Co Inc)

Purchase Price Adjustment. Any amount paid by the a Seller or Buyer under Section 2.032.05, this Article 8 or Article 10 will 11 shall be treated as an adjustment to the Aggregate Purchase Price (including Price, unless otherwise required by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under any Taxing Authority or Applicable Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Springleaf Holdings, Inc.)

Purchase Price Adjustment. Any amount paid by the Seller Sellers or Buyer under Section 2.03, Article 8 or Article 10 11 will be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawPrice.

Appears in 1 contract

Samples: Stock Purchase Agreement (V F Corp)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, Article 8 or Article 10 9 will be treated as an adjustment to the Aggregate Adjusted Purchase Price (including by Buyer and unless a determination within the Seller on their respective Tax Returnsmeaning of Code Section 1313(a) or change in applicable law causes any such amount not to constitute an adjustment to the Adjusted Purchase Price for Tax purposes to the extent permitted under Applicable Law.purposes. Purchase and Sale Agreement

Appears in 1 contract

Samples: Purchase and Sale Agreement (American Midstream Partners, LP)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, 2.06 or this Article 8 or Article 10 will shall be treated as an adjustment to the Aggregate Purchase Price (including by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable LawU.S. tax purposes.

Appears in 1 contract

Samples: Stock Purchase Agreement (US Foods Holding Corp.)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, Article 8 or Article 10 11 will be treated as an adjustment to the Aggregate Purchase Price (including unless otherwise required by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (Harry & David Holdings, Inc.)

Purchase Price Adjustment. Any amount paid by the Seller or Buyer under Section 2.03, Article ‎Article 8 or Article 10 ‎Article 11 will be treated as an adjustment to the Aggregate Purchase Price (including Price, unless otherwise required by Buyer and the Seller on their respective Tax Returns) for Tax purposes to the extent permitted under Applicable Law.

Appears in 1 contract

Samples: Stock Purchase Agreement (MSCI Inc.)

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