Final Aggregate Purchase Price definition

Final Aggregate Purchase Price shall have the meaning set forth in Section 2.9(a)(iii).

Final Aggregate Purchase Price means, without duplication, (a) the sum of (i) the Total Enterprise Value, plus (ii) Final Closing Cash, plus (iii) Final Closing Working Capital, minus (b) the sum of (i) Final Closing Indebtedness, plus (ii) the Final Transaction Expenses, plus (iii) Target Working Capital, plus (iv) the Replacement LTI Award Cost.

Final Aggregate Purchase Price means the amount of the Aggregate Purchase Price, as finally determined by this Section 2.6(a).

Examples of Final Aggregate Purchase Price in a sentence

• The number of the Listed Shares shall be determined by dividing the proportion of the Final Aggregate Purchase Price payable in the form of Listed Shares by the average closing price per share of the Listed Company during the 30 trading days prior to April 31, 2027 (the exchange rate shall be determined based on the RMB to US dollars central parity rate published by the Bank of China on the last working day prior to the such grant).

• The Parties agree that any indemnification payment made pursuant to this Agreement shall be treated for Tax purposes as an adjustment to the Final Aggregate Purchase Price, unless otherwise required by applicable Law.

• To the extent permitted by Applicable Law, any amount paid under this Article 9 shall be treated for tax purposes as an adjustment to the Final Aggregate Purchase Price.

• The Parties shall treat any payment of damages received pursuant to this Article VII as an adjustment to the Final Aggregate Purchase Price on their Income Tax reports and returns except for the interest component of any such payment, which the Parties shall treat as interest income or expense, as the case may be.

• Seller, Parent and Purchaser shall treat any payment by Seller, Parent or Purchaser under Article VII hereof or this Article XI as an adjustment to the Final Aggregate Purchase Price, unless otherwise required by Applicable Law.

More Definitions of Final Aggregate Purchase Price

Final Aggregate Purchase Price is defined in Section 1.4(c) of this Agreement.

Final Aggregate Purchase Price means the Aggregate Purchase Price (i) as shown in Buyer’s calculation thereof set forth on the Post-Closing Statement delivered pursuant to Section 2.14, if the Holders’ Representative does not deliver any notice of disagreement with respect thereto pursuant to Section 2.14(b) or (ii) if the Holders’ Representative does deliver such a notice of disagreement, (A) as agreed by Buyer and the Holders’ Representative pursuant to Section 2.14(c) or (B) in the absence of such agreement, as determined by the Accounting Referee pursuant to Section 2.14(c).

Final Aggregate Purchase Price means the Aggregate Purchase Price as derived from the Final Closing Statement.

Final Aggregate Purchase Price has the meaning given to that term in Section 3.07(d).

Final Aggregate Purchase Price means the final Aggregate Purchase Price as (a) agreed by Purchaser and Seller pursuant to Section 2.6 hereof, (b) made final pursuant to Section

Final Aggregate Purchase Price means (i) the Base Purchase Price, (ii) plus Final Closing Cash, minus (iii) Final Closing Indebtedness, minus (iv) Final Closing Non-Controlling Interest, minus (v) Final Closing Transaction Expenses, minus (vi) the Escrow Amount, minus (vii) the Holder Representative Expense Fund Amount, plus (viii) the Final Closing Working Capital Adjustment, plus (ix) the Aggregate Option Exercise Price, plus (x) the Aggregate Threshold Amount.

Final Aggregate Purchase Price shall refer to the sum of the final calculations of the amounts of (a) any Unpaid Expenses not paid by or on behalf of the Project Company on or prior to the Closing Date, (b) any Prepaid Expenses, (c) any Accounts Receivable and (d) any Unbilled Energy Costs, as such amounts are determined in accordance with Sections 2.4.3 and 2.4.4(d).