Purchase Price Adjustment Report definition

Purchase Price Adjustment Report shall have the meaning ascribed to it in Section 2.4(a) of this Agreement.
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Purchase Price Adjustment Report shall have the meaning ascribed to it in Section
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Purchase Price Adjustment Report has the meaning set forth in Section 2.6(a).
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Examples of Purchase Price Adjustment Report in a sentence

  • The Purchase Price Adjustment Report shall be prepared using the same format and the same methodologies used in preparing the statement of the Estimated Surplus Amount referred to in Section 2.3(b) of this Agreement and shall clearly set forth and describe any variations between the Estimated Surplus Amount and Buyer’s calculation of the Final Surplus Amount (or any figures used by Buyer in calculating the same).

  • If Seller fails to deliver to Buyer a Dispute Notice within the Notice Period, then the Final Surplus Amount as set forth in the Purchase Price Adjustment Report delivered by Buyer to Seller shall be final and binding on the Parties.

  • Within forty five (45) days after the Closing Date, Buyer shall deliver to Seller a report (the “Purchase Price Adjustment Report”), showing in detail its final determination of the Surplus Amount as of the Closing Date, together with any documents substantiating the calculations proposed in the Purchase Price Adjustment Report.

  • The determination of the Independent Accounting Firm must neither be more favorable to Buyer regarding the subject matter of the Dispute Notice than reflected in the Purchase Price Adjustment Report delivered by Buyer to Seller nor more favorable to Seller than reflected in the Dispute Notice delivered by Seller to Buyer (excluding the allocation of the cost of the services incurred in connection with the resolution of the Disputed Items).

  • The Final License Premium Payment shall be due and payable on the second (2nd) Business Day after Buyer and Seller agree on the Aggregate License Premium Amount as set forth in the Purchase Price Adjustment Report or the Parties are provided notice of any final determination of the Aggregate License Premium Amount as set forth in the Purchase Price Adjustment Report, in each case as agreed or determined in accordance with this Section 2.4(e).

  • In the event of the issuance of any order as described in clause (iii), the Company shall promptly use its best efforts to obtain the withdrawal of the same.

  • Parent and Seller shall take such actions as are reasonably necessary to expedite the Valuation Expert's preparation and delivery of the Impaired Security Purchase Price Adjustment Report.

  • If Seller fails to deliver to Buyer a Dispute Notice within the Notice Period, then the Final Surplus Amount, the Aggregate License Premium Amount and the License Deficiency Amount, in each case, as set forth in the Purchase Price Adjustment Report delivered by Buyer to Seller shall be final and binding on the Parties.

  • The gains or losses on hedge accounting and other financial instruments (not held for trading) measured at fair value in- creased from a net loss of € 136 m in the previous year to a net gain of € 13 m in financial year 2018.

  • The Purchase Price Adjustment Report shall be prepared using the same format and the same methodologies used in preparing the statement of the Estimated Surplus Amount referred to in Section 2.3(b) of this Agreement and shall clearly set forth and describe any variations between the Estimated Surplus Amount Amount (or any figures used by Buyer in calculating the same).


More Definitions of Purchase Price Adjustment Report

Purchase Price Adjustment Report has the meaning given in clause 7.1. Recipient has the meaning given to that term in clause 22.4.
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Related to Purchase Price Adjustment Report

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

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

  • Price Adjustment means any and all price reductions, offsets, discounts, rebates, adjustments, and or refunds which accrue to or are factored into the final net cost to the hospital outpatient department or ambulatory surgical center.

  • Purchase Price Allocation has the meaning set forth in Section 2.6(a).

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

  • Estimated Adjustment Amount has the meaning set forth in Section 2.5(a).

  • Adjustment Escrow Amount means $1,000,000.

  • Closing Adjustment Amount shall have the meaning set forth in Section 3.2(c).

  • Post-Closing Adjustment Amount has the meaning set forth in Section 1.9.3.

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

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

  • 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.

  • SNB Adjustment Spread means, with respect to the SNB Policy Rate, the spread to be applied to the SNB Policy Rate in order to reduce or eliminate, to the extent reasonably practicable under the circumstances, any economic prejudice or benefit (as applicable) to Noteholders as a result of the replacement of the Swiss Average Rate Overnight with the SNB Policy Rate for purposes of determining SARON, which spread will be determined by the Calculation Agent, acting in good faith and a commercially reasonable manner, taking into account the historical median between the Swiss Average Rate Overnight and the SNB Policy Rate during the two year period ending on the date on which the SARON Index Cessation Event occurred (or, if more than one SARON Index Cessation Event has occurred, the date on which the first of such events occurred).

  • Adjustment Escrow Fund means the Adjustment Escrow Amount deposited with the Escrow Agent, as such amount may be increased or decreased as provided in this Agreement and the Escrow Agreement, including any interest or other amounts earned thereon.

  • Adjustment Statement has the meaning set forth in Section 2.6(a).

  • True-Up Adjustment means any Annual True-Up Adjustment or Interim True-Up Adjustment, as the case may be.

  • Final Adjustment Amount has the meaning set forth in Section 2.4(c).

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

  • Adjustment Escrow Funds means, at any time, the portion of the Adjustment Escrow Amount then remaining in the Adjustment Escrow Account.

  • Adjustment Payment means, in respect of any Security, the payment (if any) determined by the Determination Agent as is required in order to reduce or eliminate, to the extent reasonably practicable, any transfer of economic value to or from the Issuer as a result of the replacement of the Index by the Alternative Pre-nominated Index. The Determination Agent may determine that the Adjustment Payment is zero.

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

  • Payment Adjustment Date With respect to each ARM Loan, the date on which the Borrower's Monthly Payment changes in accordance with the terms of the related Mortgage Note.

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

  • XXXXX Adjustment means, with respect to XXXXX, 0.0326% per annum.

  • Final Adjustment Statement has the meaning set forth in Section 2.6(c).

  • Adjustment Escrow Account means the escrow account established by the Escrow Agent pursuant to the Escrow Agreement for purposes of holding the Adjustment Escrow Amount and any interest or earnings accrued thereon or in respect thereof.