Estimated Base Purchase Price definition

Estimated Base Purchase Price is defined in Section 2.3(a)(i).
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Estimated Base Purchase Price has the meaning set forth in Section 3.3.
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Estimated Base Purchase Price means the Base Purchase Price, as defined herein, but determined on an estimated basis by Seller in good faith and as reflected in the certificate referred to in Section 2.2.
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Examples of Estimated Base Purchase Price in a sentence

  • The Purchaser shall pay the Estimated Base Purchase Price to the Vendor (or as directed by the Vendor) at the Closing Time by wire transfer of immediately available funds.

  • If the Estimated Closing Date Net Working Capital is less than the Target Net Working Capital, then the Estimated Base Purchase Price shall be decreased on a dollar-for-dollar basis by the amount of such shortfall, as provided for in Section 2.3(b) (the amount of such increase or decrease is referred to herein as the “Closing Date Net Working Capital Adjustment”).

  • Each party hereto acknowledges and agrees that the adjustment provisions set forth in this Section 2.4 shall be final and binding on the Purchaser Parties and Sellers with respect to (i) determining whether or not any adjustment is required be made to the Estimated Base Purchase Price pursuant to this Agreement and (ii) determining the amount of any such adjustment.

  • The Purchaser Parties have sufficient immediately available funds in cash or cash equivalents to pay the Estimated Base Purchase Price and all other amounts payable by the Purchaser Parties pursuant to this Agreement and to effect the Transactions.

  • If the Estimated Closing Date Net Working Capital is greater than the Target Net Working Capital, then the Estimated Base Purchase Price shall be increased on a dollar-for-dollar basis by the amount of such excess, as provided for in Section 2.3(b).

  • The Estimated Base Purchase Price and the other amounts required to be paid by the Purchaser Parties at the Closing pursuant to Article II, to Sellers and the other applicable Persons identified therein.


More Definitions of Estimated Base Purchase Price

Estimated Base Purchase Price has the meaning provided such term in Section 2.1(a).
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Estimated Base Purchase Price. As set forth in the Estimated Base Purchase Price Computation Worksheet.
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Estimated Base Purchase Price means Fifteen Million Five Hundred Thousand Dollars ($15,500,000) (i) plus the amount, if any, by which the Estimated Net Working Capital exceeds the Target Net Working Capital, and (ii) less the amount, if any, by which the Target Net Working Capital exceeds the Estimated Net Working Capital.
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Related to Estimated Base Purchase Price

  • Base Purchase Price has the meaning set forth in Section 2.2.

  • Purchase Price Date means the date the Purchase Price is delivered by Lender to Borrower.

  • Estimated Value means the value of the Contract estimated under these Contract and Procurement Regulations.

  • Purchase Price has the meaning set forth in Section 2.2.

  • Purchase Price Adjustment shall have the meaning specified in Section 3.02.

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Estimated Purchase Price has the meaning set forth in Section 2.2.

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Purchase Price Allocation has the meaning set forth in Section 2.6(a).

  • the Purchase Price means the price to be paid by the Buyer to the Seller for the purchase of the Property;

  • Net Purchase Price has the meaning set forth in Section 2.1.

  • Purchase Price Credit has the meaning set forth in Section 1.3 of the Agreement.

  • Unit Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Estimated Closing Balance Sheet has the meaning set forth in Section 2.6(a).

  • Maximum Purchase Price has the meaning assigned to the term in the Pricing Side Letter.

  • Aggregate Purchase Price has the meaning set forth in Section 1.1.

  • VWAP Purchase Price means the lesser of (i) the Closing Sale Price on the VWAP Purchase Date; or (ii) ninety-seven percent (97%) of volume weighted average price for the Common Stock traded on the Principal Market during normal trading hours on (A) the VWAP Purchase Date if the aggregate shares traded on the Principal Market on the VWAP Purchase Date have not exceeded the VWAP Purchase Share Volume Maximum and the Sale Price of Common Stock has not fallen below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction), or (B) the portion of the VWAP Purchase Date until such time as the sooner to occur of (1) the time at which the aggregate shares traded on the Principal Market has exceeded the VWAP Purchase Share Volume Maximum, or (2) the time at which the Sale Price of Common Stock falls below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • Minimum Purchase Price has the meaning set forth in Section 2.04.

  • Final Purchase Price has the meaning set forth in Section 2.02.

  • Purchase Price Allocation Schedule has the meaning set forth in Section 5.11(f)(ii).

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Estimated Closing Cash has the meaning set forth in Section 2.4(a).

  • Additional Purchase Price has the meaning provided in Section 1.2(b).

  • Purchase Price Percentage has the meaning assigned to such term in the Pricing Side Letter.