Purchase Price Increases means, without duplication, (i) 100% of the amount, if any, of positive Working Capital of the Acquired Companies (other than the Javelina Partnerships) as of the Effective Time, (ii) the Javelina Percentage Interest of the amount, if any, of positive Working Capital of each Javelina Partnership as of the Effective Time, (iii) to the extent the Product Inventory Value Amount is positive, the Product Inventory Value Amount and (iv) the Reimbursable Capital Expenditures.
Purchase Price Increases means, without duplication, the Working Capital Adjustment (if positive).
Purchase Price Increases means, without duplication, 100% of the amount, if any, of positive Working Capital of the Acquired Companies as of the Purchase Price Adjustment Date, as determined and calculated in accordance with GAAP.
Examples of Purchase Price Increases in a sentence
Transactions relating to Purchase Price Increases will be terminated and the Repurchase Price for the related REO Property will be paid to the Buyer in accordance with Section 4 hereof.
More Definitions of Purchase Price Increases
Purchase Price Increases means, without duplication, (i) 100% of the amount, if any, of positive Working Capital of the Acquired Companies other than Coyote Gas, or constituting part of the Acquired Assets, in each case as of the Effective Time, as determined and calculated in accordance with GAAP, (ii) 50% of the amount, if any, of positive Working Capital of Coyote Gas as of the Effective Time, as determined and calculated in accordance with GAAP, (iii) 100% of the Construction Costs, if any, incurred from and including June 1, 2002 to, but excluding, the Effective Time, provided, however, that the Purchase Price shall not be increased by more than $49 million pursuant to this sub-section (iii), regardless of the amount of actual Construction Costs incurred, (iv) 100% of the Construction Costs, if any, incurred from and including the Effective Time to, but excluding, the Closing Date to the extent not reducing the Working Capital of an Acquired Company from and including the Effective Time to, but excluding, the Closing Date and (v) the interest on the Purchase Price from and including the Effective Time to, but excluding, the Closing Date at a rate per annum equal to the Prime Rate plus two percent, calculated on the basis of a year of 365 days.
Purchase Price Increases means, without duplication of any amounts, (a) if the Working Capital is positive at the Working Capital Valuation Time, then such amount, (b) the aggregate amount of any cash contributions received in respect of any Acquired Equity Interests after the Working Capital Valuation Time and prior to or at the Closing (but only to the extent such cash contributions are expressly authorized by the Buyer), (c) the sum of the positive difference by which the amounts set forth on Schedule 1(c) exceeds the amount of the Non-Current Liabilities as of the Closing, (d) the amount of the Poseidon Debt (Normal) in excess of the Poseidon Debt (Actual), if any, as of the Closing, (e) the aggregate amount of the planned capital expenditures set forth on Schedule 1(d) that any applicable Subject Entity has either actually paid prior to the Working Capital Valuation Time or recorded as a Current Liability as of the Working Capital Valuation Time, and (f) the amount by which Working Capital increases (i.e. Current Assets increase and/or the Current Liabilities decrease) as a result of the incurrence of any Non-Current Liabilities or Indebtedness under the Poseidon Loan Documents during the period between the Working Capital Valuation Time and the Closing. Notwithstanding the foregoing, each Purchase Price Increase with respect to a Subject Entity shall be calculated based on the Percentage Interest applicable to the applicable Subject Entity to which such Purchase Price Increase is attributable.
Purchase Price Increases means, without duplication, (i) 100% of the amount, if any, of positive Working Capital of the Acquired Companies as of the Effective Time, (ii) to the extent the Product Inventory Value Amount is positive, the Product Inventory Value Amount, (iii) the Xxxxxx Expenditures and (iv) the Reimbursable Capital Expenditures.
Purchase Price Increases means, without duplication of any amounts, (a) if the Working Capital is positive at the Working Capital Valuation Time, then such amount, (b) the aggregate amount of any cash contributions received in respect of any Acquired Equity Interests after the Working Capital Valuation Time and prior to or at the Closing (but only to the extent such cash contributions are expressly authorized by the Buyer), (c) the sum of the positive difference by which the amounts set forth on Schedule 1(c) exceeds the amount of the Non-Current Liabilities as of the Closing, (d) the amount of the Poseidon Debt (Normal) in excess of the Poseidon Debt (Actual), if any, as of the Closing, (e) the aggregate amount of the planned capital expenditures set forth on Schedule 1(d) that any applicable Subject Entity has either actually paid prior to the Working Capital Valuation Time or recorded as a Current Liability as of the Working Capital Valuation Time, and (f) the amount by which Working Capital increases (i.e. Current Assets increase and/or the Current Liabilities decrease) as a result of the incurrence of any Non-Current Liabilities or Indebtedness under the Poseidon Loan Documents during the period between the Working Capital Valuation Time and the Closing.Notwithstanding the foregoing, each Purchase Price Increase with respect to a Subject Entity shall be calculated based on the Percentage Interest applicable to the applicable Subject Entity to which such Purchase Price Increase is attributable.
Purchase Price Increases means, without duplication, the Working Capital Adjustment (ifpositive).
Purchase Price Increases means, without duplication, (i) payments actually made by any Seller prior to Closing in connection with regularly scheduled construction payments under the Barge Construction Contracts, but, in each such case, only to the extent such payments constitute capital expenditures in accordance with GAAP, (ii) any prepaid Taxes relating to a Post-Closing Tax Period, (iii) any prepaid expenses relating to the Business or its operations post-Closing, (iv) the amount of Covered Legal Costs, if any, and (v) any other Purchase Price increases contemplated by this Agreement.
Purchase Price Increases means, without duplication, (i) the Fuel & Oil Inventory Valuation Amount and (ii) any other Purchase Price increases contemplated by this Agreement.