Examples of Purchase Price Allocations in a sentence
Not later than three (3) business days prior to the Closing Date, Seller shall prepare and deliver to Buyer a statement of the estimated Purchase Price Allocations and Adjustments with appropriate support (the “Statement”), which Statement shall be based upon the then most currently available data and information in order to make the adjustments as provided in Section 10.02.
In the event that any Taxing Authority disputes the Final Purchase Price Allocations, Seller or Purchaser, as the case may be, shall promptly notify the other parties in writing of the nature of such dispute.
Not later than five (5) business days prior to the Closing Date, Seller shall prepare and deliver to Buyer a draft statement of the estimated Purchase Price Allocations and Adjustments with appropriate support (the “Settlement Statement”), which Statement shall be based upon the then most currently available data and information in order to make the adjustments as provided in Section 10.02.
Not later than seven (7) business days prior to the Closing Date, Seller shall prepare and deliver to Buyer a draft statement of the estimated Purchase Price Allocations and Adjustments with appropriate support (the “Settlement Statement”), which Statement shall be based upon the then most currently available data and information in order to make the adjustments as provided in Section 10.02.
On or before the third (3rd) Business Day prior to the Closing Date, Seller shall prepare and deliver to Purchaser a statement of the estimated Purchase Price Allocations and Adjustments (the “Statement”), which Statement shall be based upon the then most currently available data and information in order to make the adjustments as provided in Section 8.2.
On or before June 30, 2013, Seller shall prepare and deliver to Buyer a revised Statement (“Final Settlement Statement”) setting forth the actual Purchase Price Allocations and Adjustments.
Buyer shall pay by wire transfer of immediately available funds to Sellers an amount equal to the aggregate Script Purchase Price Allocations of the Pharmacies (as adjusted pursuant to Section 2.2(b)).
The parties shall, in good faith, make adjustments to the Final Purchase Price Allocations as necessary to account for any adjustments to the Purchase Price.
The portion of the Purchase Price paid in exchange for the Acquired Assets pursuant to Section 4.01, together with the allocable portion of the Assumed Liabilities and any other relevant items, shall be allocated among the Acquired Assets in accordance with this Section 4.06 (such allocations, the "Purchase Price Allocations").
Purchaser and Seller shall mutually prepare and file in accordance with applicable Treasury regulations and in accordance with the Purchase Price Allocations, Internal Revenue Service Form 8594 and any forms or documents required to be filed with respect to such matters with state or local taxing authorities with respect to the acquisition by Purchaser of the Acquired Assets.