Purchase Price and Allocation of Purchase Price. The parties have considered and negotiated the purchase price and allocation of the purchase price. It is agreed and understood that the total purchase price and allocation of the purchase price shall be set forth in Exhibit "B" which will be completed prior to the closing. Seller and Purchaser each agree to use the Exhibit "B" allocations in reporting this transaction to any federal, state or local taxing authorities.
Purchase Price and Allocation of Purchase Price. Subject to the terms and conditions of this Agreement, Seller hereby agrees to convey, transfer and deliver to Purchaser, free and clear of all Encumbrances, other than Permitted Encumbrances or other encumbrances permitted by this Agreement, all of Seller’s right, title and interest in and to the , Pending Patents (see schedule “A”) the Intellectual Property described on Exhibit B attached hereto, both of which are hereinafter referred to as the “Purchased Assets”.
Purchase Price and Allocation of Purchase Price. The monetary consideration for the sale of the Assets shall be $1,500,000 ("Purchase Price"), payable in Canadian funds to Vendor in accordance with the provisions of Article 6 respecting completion, The Purchase Price shall be allocated among the Assets as follows:
(a) To Petroleum and Natural Gas Rights $ 1,200,000 (b) To Tangibles $ 300,000 (c) To Miscellaneous Interests 0
Purchase Price and Allocation of Purchase Price. (a) The consideration for the Sellers' transfer and conveyance to Purchaser of all of Sellers' rights, title, and interest in and to the Partnerships as set forth in paragraphs 1 and 2 of this Agreement, shall be as follows ("Purchase Price"):
(i) a deposit ("Deposit") of Fifty Thousand Dollars ($50,000.00) in the form of a check in escrow with the Sellers' attorney, Lowndes, Drosdick, Doster, Xxxxxx & Xxxx, P.A. ("Escrow Agent") to be paid by Purchaser to Escrow Agent upon the execution and delivery of this Agreement by Sellers and Purchaser. The Deposit shall be credited toward the cash portion of the Purchase Price to be paid by Buyer pursuant to subparagraph (ii) hereof. The Deposit will be invested by Escrow Agent in a separate interest bearing account and to be disbursed by Escrow Agent in accordance with the provisions of this Agreement. Interest on the Deposit shall constitute part of the Deposit so that whoever shall be entitled to receipt of the Deposit pursuant to this Agreement shall be entitled to accrued interest thereon;
(ii) the sum of Five Hundred Forty Thousand Dollars ($540,000.00) (less the Deposit) shall be paid to Sellers by Purchaser in cash, wire transfer or bank check at Closing, subject to credits, adjustments and prorations as provided in Agreement;
(iii) the sum of Four Million Two Hundred Twenty Eight Thousand Two Hundred Sixty Eight Dollars ($4,228,268.00) by Purchaser executing and delivering to Sellers, or their designee, a promissory note ("Note"). The Note shall be paid by Purchaser with interest at the rate of six percent (6%) per annum in one hundred forty-four (144) equal installments of principal and interest in accordance with the amortization schedule attached hereto as Exhibit "C" commencing thirty (30) days from the date the Note is executed. Purchaser shall be entitled to prepay the Note in whole or in part without penalty. The Note shall be secured by a security interest covering one hundred percent (100%) of the interests in the Partnerships;
(iv) Purchaser's acceptance of Sellers' interest in the Partnership subject to the indebtedness evidenced by a promissory note dated June 28, 1996 in the original principal sum of Fifteen Million Four Hundred Eighty-One Thousand Dollars ($15,481,000) in favor of MCM Finance Corporation ("MCM") and secured by an unrecorded mortgage of even date and amount executed by Lakes in favor of MCM, which note and mortgage was assigned and is currently held by the United States Trust ...
Purchase Price and Allocation of Purchase Price. Subject to upward adjustment as provided in this Section 1.3, the purchase price for the Assets (the "Purchase Price") shall be Ten Dollars and no/100 Dollars ($10.00) and the Purchase Price shall be allocated to the Assets.
Purchase Price and Allocation of Purchase Price. Subject to upward adjustment as provided in this Section 1.3, the purchase price for the Asset (the "Purchase Price") shall be Nineteen Million Nine Hundred Twenty Eight Thousand Eight Hundred Forty Eight and no/100 Dollars $19,928,848.00 and the Purchase Price shall be allocated to the Assets as set forth on Exhibit "H" attached hereto.
Purchase Price and Allocation of Purchase Price. (a) The purchase price payable by Purchaser to Seller for the Business Assets shall be 12,000 shares of PHC, Inc. Class A Common Stock, subject to the restrictions of Rule 144 of the Securities Act of 1933, at the Closing (the "Purchase Price").
Purchase Price and Allocation of Purchase Price. 3.1 The Purchase Price will be an amount equal to the sum of US$2,326,869.00 plus applicable goods and services tax and provincial social services tax.
3.2 The Purchase Price will be allocated as follows: SEE SCHEDULE "G"
(a) Cash: The value determined by Section 3.4.
Purchase Price and Allocation of Purchase Price. Subject to adjustment in accordance with the terms and conditions of this Agreement, the aggregate consideration to be paid by the Purchaser to the Vendor shall be THIRTY-THREE MILLION FIVE HUNDRED SIXTY FIVE THOUSAND NINE HUNDRED AND SEVENTY FOUR ($33,565,974.00) Dollars.
Purchase Price and Allocation of Purchase Price. The total cash consideration is an amount in cash equal to US$ 350.00 (the “Purchase Price”) towards the purchase of 500 shares at the rate of $0.70 per share.
