Purchase Price Allocation Statement definition

Purchase Price Allocation Statement shall have the meaning set forth in Section 3.3(a).

Purchase Price Allocation Statement shall have the meaning set forth in Section 5.11(b).

Purchase Price Allocation Statement has the meaning set forth in Section 2.7.

Examples of Purchase Price Allocation Statement in a sentence

• If Seller and Buyer are unable to agree to such allocation within thirty (30) days of the delivery of the Purchase Price Allocation Statement to Seller, Seller and Buyer agree to promptly submit the matter to the CPA Firm for resolution.

• The Sellers shall have received from Xxxxxxx (on behalf of the Purchasers) its respective portion of the Purchase Price as provided in Section 3.1(a) in accordance with the Purchase Price Allocation Statement.

• The Purchase Price shall be paid to the Sellers as set forth on the Purchase Price Allocation Statement unless the Purchase Price Allocation Statement has not been agreed to prior to Closing in which case the Purchase Price shall be paid to MCI for itself and as agent for the Sellers.

• On the Determination Date, Buyer shall deliver a final Purchase Price Allocation Statement, prepared in a manner consistent with the methodology agreed to by the parties, reflecting the allocation of the Final Purchase Price between the Sold Shares.

• If the Purchase Price Allocation Statement is not mutually agreed upon prior to the Closing the matter shall be submitted to the Accounting Firm to resolve the disputed items.

• Upon resolution of the disputed items, the allocation reflected on the Purchase Price Allocation Statement shall be adjusted to reflect such resolution.

• Any adjustment to the Purchase Price for the Assets shall be allocated as provided in Treasury Regulation Section 1.1060-1 and applicable non-U.S. law, and, in the event of such adjustment, the U.S. Purchaser and MCI agree to revise and amend the Purchase Price Allocation Statement, the Asset Allocation Statement and the applicable Tax Returns and other forms as required by applicable Law.

• Purchaser shall deliver the Purchase Price Allocation Statement to Seller within 45 days after the Closing Date.

• The Parties shall, subject to the requirements of any applicable tax law or election, file all Tax Returns and reports consistent with the allocation provided in the Purchase Price Allocation Statement.

• The Parties will endeavor in good faith to resolve any differences with respect to the Purchase Price Allocation Statement.

More Definitions of Purchase Price Allocation Statement

Purchase Price Allocation Statement has the meaning assigned to such term in Section 2.4.

Purchase Price Allocation Statement. Purchaser and Sealweld Canada shall agree in good faith to revisions to the Purchase Price Allocation Statement to reflect any purchase price adjustments. In the event that Purchaser and Sealweld Canada are unable to agree on the Purchase Price Allocation Statement within thirty (30) days following Purchaser’s delivery of such statement to Sealweld Canada, Purchaser and Sealweld Canada shall submit such dispute to the Arbiter to be resolved in accordance with the provisions of Section 3.4(b) below. All Tax Returns and reports filed by Purchaser and Sealweld Canada shall be prepared consistently with such allocation (as revised in accordance with this Section 3.4(a)).

Purchase Price Allocation Statement. Purchaser and the Seller shall agree in good faith to revisions to the Purchase Price Allocation Statement to reflect any purchase price adjustments, including the payment of the Earn-Out Payment pursuant to Section 3.3. In the event that Purchaser and the Seller are unable to agree on the Purchase Price Allocation Statement within thirty (30) days following Purchaser’s delivery of such statement to the Seller, Purchaser and the Seller shall submit such dispute to the Independent Accountant to be resolved in accordance with the provisions of Section 2.7(b). All Tax Returns and reports filed by Purchaser and the Seller shall be prepared consistently with such allocation (as revised in accordance with this Section 2.7(a)).