US Purchase Price Clause Samples
US Purchase Price. The consideration payable by the US Purchaser to the US Vendor and Canadian Vendors for the US Purchased Assets (the “US Purchase Price”) is US $11,500,000.
US Purchase Price. The US Purchase Price, after the estimated adjustments provided for in Sections 2.9 and 2.10 hereunder, is referred to as the Estimated US Purchase Price. The US Purchase Price following all adjustments required hereunder, including pursuant to Section 2.11 and Section 9.9, is referred to as the Final US Purchase Price. The Final Aggregate Purchase Price equals (i) the Final Canadian Purchase Price plus (ii) the Final US Purchase Price.
US Purchase Price. The Parties agree to the allocation of the US Purchase Price first, between the Sellers and, thereafter, with respect to that portion of the US Purchase Price allocated to each of the Sellers, among the separate classes of assets of Purchased Assets purchased from each Seller in accordance with Section 1060 of the Code and Treasury Regulations thereunder (and any similar provision of state, local or non-U.S. Law, as appropriate), as set forth on Schedule 2.04(a) (the “US Agreed Allocation”). For the avoidance of doubt, for U.S. federal and all applicable state and local income Tax purposes, no liability assumed by the Buyer in connection with the Transactions contemplated hereby that is attributable to deferred revenue shall be treated under ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Corp. v.
US Purchase Price