Purchase Price Components definition

Purchase Price Components means the Closing Cash, Working Capital Surplus (if any), Working Capital Shortfall (if any), Closing Indebtedness, and Company Transaction Cost components of the Purchase Price.
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Purchase Price Components means the Closing Cash, Working Capital Surplus (if any), Working Capital Shortfall (if any), Earnout Payments, Closing Indebtedness, FAR Payments, Company Transaction Cost and Pontoon Adjustment components of the Purchase Price.
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Examples of Purchase Price Components in a sentence

  • If, during such fifteen (15)-day period, Buyer and Seller are unable to reach agreement on the Disputed Purchase Price Components, they will promptly thereafter cause independent members of the dispute resolution group of Endispute, Inc.

  • The cost of the Independent Accountant’s review and report will be borne by Buyer, on the one hand, and Seller, on the other hand, in the same proportion that the dollar amount of the Disputed Purchase Price Components that are not resolved in favor of Buyer, on the one hand, and Seller, on the other hand, bears to the total dollar amount of the Disputed Purchase Price Components resolved by the Independent Accountant.

  • The Independent Accountant’s determination of any Disputed Purchase Price Components and its calculation of the Purchase Price must be within the range of the amount thereof shown in the Closing Statement and the amount thereof shown in the Objection Notice.

  • The determination of the Arbitrator as to the Closing Working Capital and each of the Purchase Price Components will constitute an arbitral award that is final and binding upon the Parties and the Escrow Agent and may be entered as a judgment in any court of competent jurisdiction.

  • In making its calculation of the Closing Purchase Price, the Independent Accounting Firm may consider only the Disputed Purchase Price Components.

  • Unless within 30 calendar days after receipt of the Closing Statement Sellers deliver to Buyer a statement describing their objections to the Closing Statement (a “Statement of Objection”), the amount of the Closing Working Capital and each of the Purchase Price Components and the Purchase Price as reflected on the Closing Statement will be deemed final and binding on the Parties.

  • The Independent Accounting Firm’s determination of any Disputed Purchase Price Components and its calculation of the Closing Purchase Price must be within the range of the amount thereof shown in the Closing Statement and the amount thereof shown in the Objection Notice.

  • Within 90 days following the Closing, Buyer shall (A) prepare a balance sheet of the Company as of the Closing Date (the “Closing Balance Sheet”) and a statement (the “Closing Statement” and, together with the Closing Balance Sheet, the “Closing Financial Data”) indicating Buyer’s calculation (based on the Closing Balance Sheet and consistent with the definitions and terms set forth in this Agreement) of the Purchase Price Components and (B) deliver a copy of the Closing Financial Data to Seller.

  • Following such 90-day period, Buyer shall be deemed to have accepted and agreed to the Seller’s calculation of each Purchase Price Component as set forth in the Estimated Closing Balance Sheet and the Estimated Closing Statement except with respect to each individual Purchase Price Component that is expressly disputed during such period by Buyer in the Closing Financial Data and any undisputed Purchase Price Components shall be deemed final, binding and conclusive on Buyer.

  • The drive to increase embedded and renewable generation has resulted in a number of small power plants being included in the distribution networks.The Rules require generation considered to have an output which might be “seen” by NEMMCo during normal operation must provide NEMMCo with full details of the generation characteristics.


More Definitions of Purchase Price Components

Purchase Price Components means Cash, the Closing Indebtedness Amount and Net Working Capital.
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Purchase Price Components means, collectively, (a) the Land Component, (b) the Base Building GMP Component, (c) the Soft Cost Component, (d) unless City or Developer shall make the Space Improvements Assumption Election, the Space Improvements GMP Component,
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Purchase Price Components is defined in Section 1.4(a).
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Related to Purchase Price Components

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

  • Loan Purchase Price With respect to any Home Equity Loan purchased from the Trust on or prior to a Monthly Remittance Date pursuant to Section 3.04, 3.06(b) or 8.10(b) hereof, an amount equal to the outstanding principal balance of such Home Equity Loan as of the date of purchase (assuming that the Monthly Remittance Amount remitted by the Servicer on such Monthly Remittance Date has already been remitted), plus all accrued and unpaid interest on such Home Equity Loan at the Coupon Rate to but not including the date of such purchase together with (without duplication) the aggregate amounts of (i) all unreimbursed Delinquency Advances and Servicing Advances theretofore made with respect to such Home Equity Loan, (ii) all Delinquency Advances which the Servicer has theretofore failed to remit with respect to such Home Equity Loan, (iii) all reimbursed Delinquency Advances and Servicing Advances to the extent that reimbursement is not made from the Mortgagor and (iv) any costs and damages incurred by the Trust in connection with any violation by the Home Equity Loan of any predatory or abusive lending law.

  • 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.

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

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

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

  • Contract Purchase Price means the amount actually paid or allocated in respect of the purchase, development, construction or improvement of a Property or the amount of funds advanced with respect to a Mortgage, or the amount actually paid or allocated in respect of the purchase of other Assets, in each case exclusive of Acquisition Fees and Acquisition Expenses, but in each case including any indebtedness assumed or incurred in respect of such Property.

  • Stock Purchase Price has the meaning set forth in Section 2 of the Subscription Agreement.

  • Unit Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

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

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

  • Option Purchase Price has the meaning set forth in Section 9.36(b) hereof.

  • Mortgage Loan Purchase Price The price, calculated as set forth in Section 10.01, to be paid in connection with the repurchase of the Mortgage Loans pursuant to Section 10.01.

  • 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.

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

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

  • Share Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Net Purchase Price has the meaning set forth in Section 2.1.

  • Minimum Purchase Price has the meaning set forth in Section 2.04.

  • Purchase Price Percentage has the meaning assigned to such term in the Pricing Side Letter.

  • 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).

  • Purchase Price Credit has the meaning set forth in Section 1.3 of the Agreement.

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

  • Maximum Purchase Price has the meaning assigned to the term in the Pricing Side Letter.

  • Per Pre-Funded Warrant Purchase Price equals $0.0001, subject to adjustment for reverse and forward share splits, share dividends, share combinations and other similar transactions relating to shares of Common Stock that occur after the date of this Agreement.

  • Aggregate Purchase Price has the meaning set forth in Section 1.1.