Examples of Estimated Purchase Price Certificate in a sentence
The Seller shall have delivered the Estimated Purchase Price Certificate and other deliverables required by Section 1.8(a).
If the Buyer and the Company are unable to resolve all such disputed issues within two (2) business days following the Buyer’s receipt of the Estimated Purchase Price Certificate, the Estimated Purchase Price shall be as determined by the Buyer.
At least three days before the Closing Date, the Sellers will furnish to the Buyer an estimated Final Balance Sheet and the Sellers' certificate (the "Estimated Purchase Price Certificate") setting forth (a)_estimated Net Asset Value, (b) estimated Cash and (c) the Sellers' estimated calculation of the Final Purchase Price.
If, for any reason, the Buyer fails to deliver the Purchase Price Certificate within the time period required by Section 1.7(a), the Estimated Purchase Price Certificate shall be considered for all purposes of this Agreement as being the “Purchase Price Certificate” delivered by the Buyer pursuant to such Section and the Purchase Price specified therein will be presumed to be true and correct in all respects and will be final and binding on the parties.
At the Closing, the Buyer will deliver to the Seller (i) the Subordinated Note and (ii) the Seller Note for the principal amount equal to the Base Purchase Price plus (or minus) any increase (or decrease) thereto shown on the Estimated Purchase Price Certificate.
The Estimated Purchase Price Certificate attached as Exhibit 1.3(a) to this Agreement, and the Estimated Net Working Capital set forth thereon shall be binding on the Sellers and the Buyer for purposes of the Signing Purchase Price Payment.
If the Buyer does not deliver the Purchase Price Certificate to the Seller within sixty (60) days after the Closing Date, the Purchase Price specified in the Estimated Purchase Price Certificate will be presumed to be true and complete in all respects and will be final and binding on the parties.
The Company shall have delivered the Estimated Purchase Price Certificate and Payment Schedule.
The Estimated Purchase Price Certificate shall be conclusive for purposes of determining the Estimated Net Working Capital, the Estimated Indebtedness and Paid Indebtedness, the estimated Seller’s Expenses, the Estimated Company Cash, and the Estimated Purchase Price.
At least four days before the Closing, Sentex and Seller will furnisher to Buyer an estimated Closing Balance Sheet together with a certificate (the "Estimated Purchase Price Certificate") in the form of Schedule 1.03(c) attached hereto setting forth (i) the estimated Net Asset Value, (ii) the estimated Net Liabilities Amount, and (iii) the estimated Closing Purchase Price.