Final Purchase definition

Final Purchase. Price is defined in the Section 2.1(a)(2). Final Working Capital Deficiency is defined in Section 2.3(a). Final Working Capital Statement is defined in Section 2.3(c).
Final Purchase shall have the meaning given to such term in Section 2.01(a). “Final Purchase Date” shall have the meaning given to such term in Section 2.01(a).
Final Purchase has the meaning set forth in Section 6.3(b).

Examples of Final Purchase in a sentence

  • SETTLEMENT: At Settlement the Purchaser shall pay the Final Purchase Price less the amount of the Deposit, plus any and all fees and expenses associated with the transfer, including but not limited to: fees for the preparation of the deed and other documents, settlement fees, title search and examination fees, title insurance premium(s).

  • If the Final Purchase Price is less than the Closing Amount, Seller shall pay to Buyer the amount of such difference.

  • If the appraisal value obtained during the financing process is less than the final purchase price, Seller, in its sole discretion, shall have 5 business days to elect (1) to terminate the Agreement, (2) to proceed with the Agreement with the sole modification that the appraised value shall be the Final Purchase Price, or (3) to enter different terms on mutual agreement of the parties.

  • The parties agree to act in accordance with the computations and allocations contained in the Final Purchase Price Allocation in any relevant Tax returns or filings (including any forms or reports required to be filed pursuant to Section 1060 of the Code or any provisions of local, state and foreign law (“1060 Forms”)), and to cooperate in the preparation of any 1060 Forms and to file such 1060 Forms in the manner required by applicable law.

  • Neither Buyer nor Seller shall take any position (whether in audits, Tax returns, or otherwise) that is inconsistent with the Final Purchase Price Allocation unless required to do so by applicable law.

  • To the extent the Purchase Price is adjusted under Section 3.2, the parties shall adjust the Final Purchase Price Allocation consistent with Schedule 3.4 and the rules under Section 1060 of the Code to reflect such adjustment to the Purchase Price.

  • As soon as practicable after the Closing, but in no event later than one hundred eighty (180) days thereafter, Seller shall prepare and deliver to Purchaser a final settlement statement (the “Final Settlement Statement”) setting forth each adjustment or payment that was not finally determined as of the Closing and showing the calculation of such adjustments and the resulting Final Purchase Price.

  • All indemnification payments made under this Agreement shall be treated by the parties as an adjustment to the Final Purchase Price for Tax purposes, unless otherwise required by Law.

  • The date upon which such agreement is reached or upon which the Final Purchase Price is established shall be called the “Final Settlement Date”.

  • The date upon which such agreement is reached or upon which the Final Purchase Price is established shall be herein called the “Final Settlement Date.” If the Final Purchase Price is more than the Closing Amount, Buyer shall pay Seller the amount of such difference.


More Definitions of Final Purchase

Final Purchase has the meaning assigned to that term in Section 8.02(d).
Final Purchase is defined in Section 6.4 of the Agreement.
Final Purchase. Section 2.4(e) “Foreign Plans” Section 3.12(i)
Final Purchase means the purchase pursuant to Section 2.4 of Series B Preferred Shares having an aggregate Liquidation Preference equal to the Final Purchase Amount.
Final Purchase. Price" 4.3 "First Election Date" 4.5 "First Interim Period" 8.5(a)(i) "German Partnership" 8.5(a)(i)(D) "Governmental Antitrust Entity" 8.1(b)(ii) "Henkel" Recitals "HSR Act" 8.1(b)(i) "I.C.C." 15.2 "JV Entities" Recitals "JV Interests" Recitals "Measurement Date" 4.6 "Multiple" 4.1 "Post-Closing Period" 8.5
Final Purchase shall have the meaning given to such term in Section 2.01([a]b). “Final Purchase Date” shall have the meaning given to such term in Section 2.01([a]b). “Governmental Authority” means any federal, state, municipal, national or other government, governmental department, commission, board, bureau, court, agency or instrumentality or political subdivision thereof or any entity, officer or examiner exercising executive, legislative, judicial, regulatory or administrative functions of or pertaining to any government or any court, in each case whether associated with a state of the United States, the United States, or a foreign entity or government.