Purchase Price Adjustment Mechanism definition

Purchase Price Adjustment Mechanism has the meaning set forth in Section 2.02.
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Examples of Purchase Price Adjustment Mechanism in a sentence

  • It is no imagination or idea of an outward light or glory, or any beauty of form or countenance, or a visible luster or brightness of any object.

  • In addition, the REIT and the OPCO may issue to PaineWebber additional Paired Shares in settlement of certain of their obligations under that certain Purchase Price Adjustment Mechanism Agreement (the "Adjustment Agreement"), dated as of April 6, 1998, between the REIT, the OPCO and PaineWebber (the "Additional Shares").

  • Immediately upon receipt of the proceeds from the sale of Shares on the Closing Date, the Companies use such proceeds first, to effect a final settlement of all of their obligations under each of (a) the Purchase Price Adjustment Mechanism Agreement, dated as of April 6, 1998, among the Companies and PaineWebber Financial Products, Inc.

  • Exhibit B-1 ----------- See attached Form of Secured Purchase Price Adjustment Mechanism Agreement.

  • Purchase Price Adjustment Mechanism Please confirm that the foregoing correctly sets forth the terms of our agreement by executing the copy of this Confirmation enclosed for that purpose and returning it to Xx. Xxxxxxxxxxx Xxxxx, 47th Floor.

  • Time shall be of the essence in this Amendment with respect to all of the parties' obligations hereunder and under the Purchase Price Adjustment Mechanism.

  • This Section 5 creates a security interest in the Collateral Shares to secure the payment and performance of any and all obligations now or hereafter existing of the Companies under the Purchase Agreement, the Purchase Price Adjustment Mechanism and this Amendment (collectively, the "Obligations").

  • This Amendment amends the Purchase Agreement and the Purchase Price Adjustment Mechanism, each of which, as amended by this Amendment, is hereby ratified and reaffirmed and declared to be in full force and effect.

  • A liability is recognised for the amount expected to be paid under short - term benefits if the holding and subsidiary Companies has a present legal or constructive obligation to pay the amount as a result of past service provided by the employee and the obligation can be estimated reliably.

  • The rights and remedies provided under Section 7(e) hereof shall not be in limitation or exclusion of any rights or remedies available to a party, whether by agreement, at law, in equity or otherwise, with respect to the inaccuracy of any representation or warranty by, or the breach of any covenant of, the other party made herein or in the Purchase Price Adjustment Mechanism.

Related to Purchase Price Adjustment Mechanism

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

  • 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).

  • Cash Settlement Amount means the “Cash Settlement Amount” as determined by the Calculation Agent in accordance with Paragraph 6.

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