IP Purchase Price definition

IP Purchase Price means the "Purchase Price" as defined in the IP APA.
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IP Purchase Price has the meaning set forth in Section 2.03(b).
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IP Purchase Price means either, (A) if the termination giving rise to the Repurchase Option is a termination for a Milestone Failure, an amount sufficient to reimbursement Buyer and its Affiliates for all costs and expenses incurred or invested with respect to the Repurchased IP, or, (B) in all other cases, the greater of (y) the portion of the Purchase Price allocated to the Repurchased IP pursuant to Section 1.8 after considerations given to GAAP through the termination and (z) the aggregate amount invested by Buyer and its Affiliates with respect to Registered IP, including, without limitation, all legal, engineering, and other professional service provider costs and expenses relating to the use, maintenance, protection, defense, enhancement, improvement and testing of the Registered IP and any derivatives thereof.
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Examples of IP Purchase Price in a sentence

  • Newco’s obligation to pay the IP Purchase Price Balance will be secured by a security interest in all of Newco’s assets in favor of Toppan.

  • Newco shall pay the IP Purchase Price to Toppan as follows: (i) JPY369,638,750 at Closing (the “Closing IP Purchase Price”) and (ii) the difference between the IP Purchase Price and the Closing IP Purchase Price (the “IP Purchase Price Balance”) in installments pursuant to terms to be agreed by the Parties in the IP Transfer Agreement.

  • For the avoidance of doubt, Toppan is entitled place and establish security interests to cover the amount of the unpaid IP Purchase Price Balance over the assets of Newco, and if Toppan enforces such security interests, Toppan is entitled to recover only the amount of such unpaid IP Purchase Price Balance at the time of such enforcement from such asset(s) enforced, the value of which will be determined in a commercially reasonable manner.

  • At the Closing and immediately after the Share Transfer, VIA shall extend a loan to Newco in the amount of JPY369,638,750, which represents 65% of the IP Purchase Price (the “Loan”), pursuant to a loan agreement between VIA and Newco (the “Loan Agreement”) that the Parties shall negotiate in good faith.

  • The "Estimated Purchase Price" means (i) $480,000,000 (the "Base Value"), plus (ii) the amount, if any, by which Estimated Net Working Capital exceeds Target Working Capital, minus (iii) the amount, if any, by which Target Working Capital exceeds Estimated Net Working Capital, plus (iv) the Estimated Cash on Hand, minus (v) the Estimated Indebtedness, minus (vi) the Estimated Transaction Expenses, minus (vii) the IP Purchase Price.

  • Section 1.4. Buyer’s obligation to pay the IP Purchase Price Balance is secured by a security interest in all of Buyer’s equipment and machinery as of the Closing Date in favor of Seller.

  • Further, in the event that VIA, which is a majority shareholder of Buyer, notifies Seller and Buyer in writing, that VIA wishes to repay such outstanding IP Purchase Price Balance on behalf of Buyer as a third-party payment (daisansha bensai), Buyer shall agree to such repayment and Seller shall accept such repayment by VIA without raising any objection thereto.

  • Notwithstanding the foregoing, Buyer may, at its discretion and upon providing 10 days’ prior notice to Seller, prepay any outstanding IP Purchase Price Balance to Seller anytime, including before the above scheduled date(s).

  • Seller acknowledges that if it enforces its security interests, Seller will be entitled to recover only the amount of the unpaid IP Purchase Price Balance at the time of such enforcement of Buyer’s assets that are enforced, the value of which will be determined in a commercially reasonable manner.

  • Seller confirms, for the avoidance of doubt, that upon the Closing, as between the Parties, Buyer will be the sole and exclusive owner of the Transferred IP and that Buyer will not be entitled to the return of any portion of the IP Purchase Price received by Seller for the reason that the registration of the transfer of the Transferred IP to Buyer has not been completed.


More Definitions of IP Purchase Price

IP Purchase Price means the sum of $240,000.
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IP Purchase Price has the meaning given in clause 4.1;
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IP Purchase Price means the aggregate of the $2.0 million cash portion referenced in Section 2.4 plus the 3% equity interest referenced in Section 2.7.
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Related to IP Purchase Price

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

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

  • 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.

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

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

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

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

  • 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).

  • Stock Purchase Price has the meaning set forth in Section 2 of the Subscription Agreement.

  • Option Purchase Price has the meaning set forth in Section 9.36(b) hereof.

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • Contract Purchase Price means the amount actually paid or allocated in respect of the purchase, development, construction or improvement of a Property or the amount of funds advanced with respect to a Mortgage, or the amount actually paid or allocated in respect of the purchase of other Assets, in each case exclusive of Acquisition Fees and Acquisition Expenses, but in each case including any indebtedness assumed or incurred in respect of such Property.

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

  • Loan Purchase Price With respect to any Home Equity Loan purchased from the Trust on or prior to a Monthly Remittance Date pursuant to Section 3.04, 3.06(b) or 8.10(b) hereof, an amount equal to the outstanding principal balance of such Home Equity Loan as of the date of purchase (assuming that the Monthly Remittance Amount remitted by the Servicer on such Monthly Remittance Date has already been remitted), plus all accrued and unpaid interest on such Home Equity Loan at the Coupon Rate to but not including the date of such purchase together with (without duplication) the aggregate amounts of (i) all unreimbursed Delinquency Advances and Servicing Advances theretofore made with respect to such Home Equity Loan, (ii) all Delinquency Advances which the Servicer has theretofore failed to remit with respect to such Home Equity Loan, (iii) all reimbursed Delinquency Advances and Servicing Advances to the extent that reimbursement is not made from the Mortgagor and (iv) any costs and damages incurred by the Trust in connection with any violation by the Home Equity Loan of any predatory or abusive lending law.

  • Purchase Price Adjustment has the meaning set forth in Section 2.6.

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

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

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

  • Per Unit Purchase Price equals $0.8670, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur between the date of this Agreement and the applicable Closing Date.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

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

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

  • Receivables Purchase Price means $1,375,000,017.71.

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

  • Per Pre-Funded Warrant Purchase Price equals $0.0001, subject to adjustment for reverse and forward share splits, share dividends, share combinations and other similar transactions relating to shares of Common Stock that occur after the date of this Agreement.

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