Examples of Purchase Price Adjustment Date in a sentence
Immediately thereafter, and not later than the Purchase Price Adjustment Date, defined in Section 4.2, Seller and Parent will price and value the Closing Inventory in accordance with Seller's historical practices.
OptimalComtractsFaced with the incentive problem outlined above, a capitalist will behave diligently to the extent that she receives an incentive-compatible expected payoff and whether or not she is monitored.Consider the financing options a prospective capitalist faces in borrowing from banks or from the market.
If the Closing Indebtedness is less than the Estimated Closing Indebtedness, then the Purchase Price shall be adjusted upward by the amount of such difference (the “Indebtedness Decrease”) and the amount of the Indebtedness Decrease shall be paid by the Purchaser to the Vendor’s Counsel, in trust, within five Business Days following the Purchase Price Adjustment Date, for distribution to the Vendor.
The Estimated Purchase Price Adjustment Date Balance Sheet, the Estimated Net Working Capital and the Estimated Purchase Price Adjustment Amount (collectively, the “Estimated Closing Items”) shall be prepared inaccordance with GAAP applied on a basis consistent with past practice and consistent with the principles and assumptions used in preparation of the audited consolidated balance sheet of Seller as of December 31, 2011 and the Net Working Capital Illustration attached as Exhibit 1.1(b) hereto.
Notwithstanding the foregoing, in no event shall Seller be required to indemnify Buyer under this Section 7.11 with respect to any ad valorem or similar real property Taxes attributable to the period between the Purchase Price Adjustment Date and the Effective Date, and such Taxes shall be the sole responsibility of Buyer.