Common use of Purchase Price & Broker Clause in Contracts

Purchase Price & Broker. The purchase price for the Assets described in Section 2(e) below is $21,449,500.00 in connection with the purchase of goodwill and FF&E (the “Goodwill Purchase Price”) plus additional purchase price for parts, work in progress (“WIP”), and New Vehicles, Used Vehicles and Pre-Owned Vehicles (collectively, the “Vehicle Inventories”) calculated as described below (the “Additional Purchase Price,” with the Goodwill Purchase Price, collectively the “Purchase Price”). The parties agree that the FF&E portion of the Goodwill Purchase Price includes the price for Seller’s vehicles used in its business operations which are listed in the FF&E schedules to its financial statements. The Additional Purchase Price will be calculated as follows:

Purchase Price & Broker. The purchase price for the Assets described in Section 2(e) below is $21,449,500.00 11,451,380 in connection with the purchase of goodwill and FF&E (the “Goodwill Purchase Price”) plus additional purchase price for parts, work in progress (“WIP”), and New Vehicles, Used Vehicles and Pre-Owned Vehicles (collectively, the “Vehicle Inventories”) calculated as described below (the “Additional Purchase Price,” with the Goodwill Purchase Price, collectively the “Purchase Price”). The parties agree that the FF&E portion of the Goodwill Purchase Price includes the price for Seller’s vehicles used in its business operations which are listed in the FF&E schedules to its financial statements. The Additional Purchase Price will be calculated as follows:

Purchase Price & Broker. The purchase price for the Assets described in Section 2(e) below is $21,449,500.00 4,188,344 in connection with the purchase of goodwill and FF&E (the “Goodwill Purchase Price”) plus additional purchase price for parts, work in progress (“WIP”), and New Vehicles, Used Vehicles and Pre-Owned Vehicles (collectively, the “Vehicle Inventories”) calculated as described below (the “Additional Purchase Price,” with the Goodwill Purchase Price, collectively the “Purchase Price”). The parties agree that the FF&E portion of the Goodwill Purchase Price includes the price for Seller’s vehicles used in its business operations which are listed in the FF&E schedules to its financial statements. The Additional Purchase Price will be calculated as follows:

Purchase Price & Broker. The purchase price for the Assets described in Section 2(e) below is $21,449,500.00 35,400,420 in connection with the purchase of goodwill and FF&E (the “Goodwill Purchase Price”) plus additional purchase price for parts, work in progress (“WIP”), and New Vehicles, Used Vehicles and Pre-Owned Vehicles (collectively, the “Vehicle Inventories”) calculated as described below (the “Additional Purchase Price,” with the Goodwill Purchase Price, collectively the “Purchase Price”). The parties agree that the FF&E portion of the Goodwill Purchase Price includes the price for Seller’s vehicles used in its business operations which are listed in the FF&E schedules to its financial statements. The Additional Purchase Price will be calculated as follows:

Purchase Price & Broker. The purchase price for the Assets described in Section 2(e) below is $21,449,500.00 4,334,806 in connection with the purchase of goodwill and FF&E (the “Goodwill Purchase Price”) plus additional purchase price for parts, work in progress (“WIP”), and New Vehicles, Used Vehicles and Pre-Owned Vehicles (collectively, the “Vehicle Inventories”) calculated as described below (the “Additional Purchase Price,” with the Goodwill Purchase Price, collectively the “Purchase Price”). The parties agree that the FF&E portion of the Goodwill Purchase Price includes the price for Seller’s vehicles used in its business operations which are listed in the FF&E schedules to its financial statements. The Additional Purchase Price will be calculated as follows:

Purchase Price & Broker. The purchase price for the Assets described in Section 2(e) below is $21,449,500.00 8,025,550 in connection with the purchase of goodwill and FF&E (the “Goodwill Purchase Price”) plus additional purchase price for parts, work in progress (“WIP”), and New Vehicles, Used Vehicles and Pre-Owned Vehicles (collectively, the “Vehicle Inventories”) calculated as described below (the “Additional Purchase Price,” with the Goodwill Purchase Price, collectively the “Purchase Price”). The parties agree that the FF&E portion of the Goodwill Purchase Price includes the price for Seller’s vehicles used in its business operations which are listed in the FF&E schedules to its financial statements. The Additional Purchase Price will be calculated as follows: