Proposed Final Purchase Price Statement definition

Proposed Final Purchase Price Statement setting forth Purchaser’s proposed final calculation of the Working Capital, Working Capital Adjustment, if any, and Final Purchase Price in accordance with this Agreement; (ii) a certificate of an officer of Purchaser that the Proposed Final Purchase Price Statement was prepared in accordance with this Agreement; and (iii) reasonably detailed explanations and work papers supporting such calculations and each component of the calculations.
Proposed Final Purchase Price Statement. Section 2.02(d) "PUCT" -- Section 3.08(b) "PUHCA" -- Section 3.20 "Purchase Price" -- Section 2.02(a) "Purchased Shares" -- Section 1.01 "Purchaser" -- Preamble "Purchaser By-Laws" -- Section 4.02(b) "Purchaser Charter" -- Section 4.02(b) "Purchaser Common Stock" -- Section 2.02(b) "Purchaser Disclosure Schedule" -- Article IV (Preamble) "Purchaser Financial Statements" -- Section 4.06(b) "Purchaser Preferred" -- Section 4.02(a) "Purchaser SEC Reports" -- Section 4.06(a) "Release" -- Section 3.19(f)(iv) "Representatives" -- Section 10.10(j) "Required Approvals" -- Section 7.01(d) "Risk Management Instruments" -- Section 3.24(a) "Risk Management Policies" -- Section 3.24(b) "SEC" -- Section 3.09(a) "Section 5.11" -- Section 3.24(b) "Securities Act" -- Section 3.09(a) "Selling Shareholder" -- Preamble "Selling Shareholder Disclosure Schedule" -- Article III (Preamble) "Series C Preferred Stock" -- Section 3.02(a) "Series D Preferred Stock" -- Section 3.02(a) "Specified Date" -- Section 3.16(c) "Specified Employment Agreements" -- Section 2.02(a)(vi) "Statement of Resolution" -- Section 2.02(a)(iv) "Stranded Cost Appeal Recovery" -- Section 2.02(a)(iii) "Stranded Cost Appeal Recovery Adjustment" -- Section 2.02(a)(iii) "Stranded Cost Proceeding" -- Section 6.10(b) "Subsidiary" -- Section 10.10(k) "Tax" and "Taxes" -- Section 3.16(a) "TNMP" -- Section 3.09(a) "Transaction" -- Section 1.02 "Transfer Taxes" -- Section 6.05 "Transferred Employee" -- Section 6.03(a) "Twenty-Day Trading Period" -- Section 9.01(g) "Working Capital" -- Section 2.02(a)(i) This STOCK PURCHASE AGREEMENT, dated as of July 24, 2004 (this "Agreement"), is made and entered into by and between PNM Resources, Inc., a New Mexico corporation (the "Purchaser"), and SW Acquisition, L.P., a Texas limited partnership (the "Selling Shareholder") and the holder of all of the shares of common stock, no par value per share of TNP Enterprises, Inc., a Texas corporation (the "Company").
Proposed Final Purchase Price Statement. Section 2.02(d) “PUCT” — Section 3.08(b) “PUHCA” — Section 3.20

Examples of Proposed Final Purchase Price Statement in a sentence

  • Based on the host countries’ interest to control migration movements as well as UNHCR’s current approach towards protracted refugee situations, repatriation has been referred to as the preferred durable solution (Black and Gent 2006).

  • Within forty-five (45) days after receipt by Seller of the Proposed Final Purchase Price Statement, Seller must either inform Purchaser in writing that the Proposed Final Purchase Price Statement is acceptable, or deliver a written notice (the “Objection Notice”) to Purchaser setting forth in reasonable detail any objection or disagreement Seller has with respect to any items set forth in or missing from the Proposed Final Purchase Price Statement.

  • During the thirty (30) day period following the delivery by Purchaser of the Proposed Final Cash Purchase Price Statement, Seller and its auditors may review such statement and the working papers of the Company’s auditors relating to the Proposed Final Purchase Price Statement and shall have such access to Purchaser’s and the Company’s personnel as may be reasonably necessary to permit Seller and its auditors to review in detail the manner in which the Proposed Final Purchase Price Statement was prepared.

  • The model defines each factor by a spectrum between two extremes (e.g. extrovert vs introvert).

  • If the parties reach agreement with respect to any Disputed Purchase Price Items within such 30-day period, Buyer shall revise the Proposed Final Purchase Price Statement to reflect such agreement.


More Definitions of Proposed Final Purchase Price Statement

Proposed Final Purchase Price Statement has the meaning set forth in Section 2(f)(i).
Proposed Final Purchase Price Statement has the meaning ascribed to such term in Section 2.4(a). “Proprietary Information” has the meaning ascribed to such term in Section 4.12(g).
Proposed Final Purchase Price Statement setting forth Buyer’s proposed calculation of the Purchase Price and the components thereof, including (i) a proposed calculation of the actual Net Working Capital of the Acquired Companies as of the Closing and the related Net Working Capital Adjustment, (ii) a proposed calculation of the actual amount of Cash and Cash Equivalents of the Acquired Companies as of the Closing, and (iii) a proposed calculation of the actual amount of Debt of the Acquired Companies as of the Closing, and, in each case, the components thereof, together with reasonable supporting detail. Buyer shall prepare the Proposed Final Purchase Price Statement in good faith in accordance with GAAP and Schedule C and shall cause it to be in the same form and include the same line items as the Estimated Purchase Price Statement.

Related to Proposed Final Purchase Price Statement

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

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

  • Preliminary Closing Statement shall have the meaning set forth in Section 2.3(a).

  • Final Closing Statement has the meaning set forth in Section 2.4(a).

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

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

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

  • Preliminary Settlement Statement shall have the meaning given such term in Section 3.2.

  • Draft Closing Statement means a draft closing statement as of the close of business of the fifth (5th) Business Day immediately preceding the Closing Date setting forth an estimate of the Purchase Price (including all adjustments and prorations thereto).

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

  • 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.

  • Post-Closing Statement has the meaning set forth in Section 3.3(c).

  • Preliminary Closing Balance Sheet has the meaning set forth in Section 2.2(b) below.

  • Original Purchase Price means the price paid by you for the motor vehicle or a maximum of 110% of the market value of the vehicle as defined by Glass's Guide Retail at time of purchase, whichever is the lesser (including all factory fitted accessories) and after any discount given, but does not include the cost of dealer fitted accessories, road fund licence, new vehicle registration fee, fuel, paintwork and/or upholstery protection kits, insurance premiums (including the premium for this policy), warranty premiums, any finance arrears and any such associated costs and any negative equity transferred from a previous finance agreement.

  • Purchase Price Allocation Schedule has the meaning given to it in Section 2.7(a).

  • Preliminary Purchase Event means any of the following events:

  • Initial Offer Price means the initial price payable for a Share as specified in the relevant Supplement for each Fund.

  • Total Purchase Price means the aggregate amount payable by the Purchaser as set out in Appendix A of this Agreement.

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

  • Closing Statement means the Closing Statement in the form on Annex A attached hereto.

  • Final Payment Statement shall have the meaning set forth in Clause 19.13;

  • Pre-Closing Statement has the meaning set forth in Section 2.4(a).

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

  • Final Settlement Statement has the meaning set forth in Section 2.6(b).

  • Preliminary Title Report A report issued by a title insurance company in anticipation of issuing a Title Insurance policy which evidences existing liens and gives a preliminary opinion as to the absence of any encumbrance on title to a Mortgaged Property, except liens to be removed on or before purchase or refinance, as the case may be, by the Borrower and Permitted Encumbrances.

  • Optional Purchase Price has the meaning set forth in Section 8.1 of the Sale and Servicing Agreement.