Examples of Estimated Adjusted Purchase Price in a sentence

Buyer may submit any objections in writing to the Company until 5:00 p.m. Pacific time on the Business Day prior to the Closing Date, and the Company will cooperate in good faith with Buyer to revise the Estimated Adjusted Purchase Price Statement to reflect the mutual agreement of the Company and Buyer, but if they do not agree, then the Company’s estimate shall apply.
As set forth in Section 2.6, the closing payment payable by Purchaser at Closing shall be the Estimated Adjusted Purchase Price.
Purchaser shall have delivered the Estimated Adjusted Purchase Price to Seller by wire transfer in immediately available funds.
Details of the forecast performance for each class of outputs are set out on pages 45-58.
Upon determination by agreement of the Seller and the Buyer or by binding determination of said accounting firm of the Adjusted Purchase Price, (i) if the Adjusted Purchase Price exceeds the Estimated Adjusted Purchase Price (such excess amount, the "Deficiency"), the Buyer shall pay to the Seller the Deficiency, or (ii) if the Estimated Adjusted Purchase Price exceeds the Adjusted Purchase Price (such excess amount, the "Excess"), the Seller shall pay to the Buyer the Excess.

More Definitions of Estimated Adjusted Purchase Price

Estimated Adjusted Purchase Price means an amount, calculated by Seller Representative in good faith, equal to the sum of (i) the Base Purchase Price minus (ii) the Estimated Closing Indebtedness plus (iii) the Estimated Closing Cash Balance plus (iv) the Estimated Revenue Adjustment Amount (which may be negative) minus (v) any unpaid Closing Expenses (if any), in the case of clauses (ii), (iii) and (iv), as set forth in the Pre-Closing Statement in accordance with Section(degree)2.04.

Estimated Adjusted Purchase Price has the meaning given in Section 2.1(d)(i).

Estimated Adjusted Purchase Price means (i) the Purchase Price, minus (ii) any Estimated Tangible Book Value Deficiency, minus (iii) Estimated Transaction Expenses, minus (iv) the Escrow Amounts.

Estimated Adjusted Purchase Price has the meaning set forth in Section 2.3 below.

Estimated Adjusted Purchase Price means (i) the Purchase Price, m inus (ii) any Estimated Tangible Book Value

Estimated Adjusted Purchase Price means an amount equal to (i) the Base Purchase Price, plus (ii) the Working Capital Surplus (if any) based on the Estimated Working Capital Amount, minus (iii) the Working Capital Deficit (if any) based on the Estimated Working Capital Amount, plus (iv) the Estimated Mexico Cash Amount, minus (v) the U.S. Cash Deficit based on the Estimated U.S. Cash Amount, plus (vi) the U.S. Cash Surplus based on the Estimated U.S. Cash Amount, minus (v) the Estimated Closing Indebtedness, and minus (vi) the Estimated Closing Transaction Expenses.

Estimated Adjusted Purchase Price means (i) the Purchase Price, plus (ii) the amount, if any, by which the Estimated Closing Date Working Capital exceeds the Target Working Capital Ceiling, minus (iii) the amount, if any, by which the Estimated Closing Date Working Capital is less than the Target Working Capital Floor. For the avoidance of doubt, if the Estimated Closing Date Working Capital equals or exceeds the Target Working Capital Floor but is less than or equal to the Target Working Capital Ceiling, then there shall be no adjustment to the Purchase Price in respect of Estimated Closing Date Working Capital.