Examples of Acquired Assets Amount in a sentence
The book value of the Acquired Assets as finally estimated pursuant to this Section 2.2(a), is referred to herein as the "Estimated Acquired Assets Amount." At the Closing, if the Estimated Acquired Assets Amount is less than the Baseline Acquired Assets Amount, then the Purchase Price will be decreased by the amount of such deficiency, and if the Estimated Acquired Assets Amount is greater than the Baseline Acquired Assets Amount, then the Purchase Price will be increased by the amount of such excess.
The Purchaser and BRTI will use reasonable efforts to resolve any disagreements as to the computation of the Specified Current Liabilities and/or the Recently Acquired Assets Amount, but if they do not obtain a final resolution within 30 days after the Purchaser has received the Objection Notice, the Purchaser and BRTI will jointly retain an independent accounting firm of recognized national or regional standing (the "Firm") to resolve any remaining disagreements.
The Firm's determination will be based on the definition of the Specified Current Liabilities and the Recently Acquired Assets Amount included herein.
Within 90 days after the Closing Date, the Purchaser and its auditors will conduct a review (the "Closing Review") of the Specified Current Liabilities and the Recently Acquired Assets Amount as of the close of business on the day before the Closing Date and will prepare and deliver to BRTI a computation of the amount of the Specified Current Liabilities and the Recently Acquired Assets Amount as of the close of business on the day before the Closing Date (the "Draft Computation").
If BRTI disagrees with the computation of the Specified Current Liabilities or the Recently Acquired Assets Amount reflected on the Draft Computation, BRTI may, within thirty (30) days after receipt of the Draft Computation, deliver a notice (an "Objection Notice") to the Purchaser setting forth BRTI's calculation of the amount of the Specified Current Liabilities and/or the Recently Acquired Assets Amount as of the close of business on the day before the Closing Date.
If, pursuant to Section 2.2(b) above, there is a dispute as to the final determination of the Actual Acquired Assets Amount, the Purchaser and the Stockholder shall promptly pay to the other, as appropriate, such amounts as are not in dispute, pending final determination of such dispute pursuant to Section 2.2(b).