Purchased Assets Purchase Price definition

Purchased Assets Purchase Price has the meaning set forth in Section 2.1.
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Purchased Assets Purchase Price shall consist of the portion of the Cash Purchase Price allocated to the Purchased Assets pursuant to Section 8.11(c). The amount of cash to be paid by the Buyers to the Company at the Closing shall consist of the Cash Purchase Price (which, for the avoidance of doubt, excludes Cash and Cash Equivalents) reduced by the Dividend Amount (the “Closing Cash Purchase Price”).
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Examples of Purchased Assets Purchase Price in a sentence

  • The parties acknowledge and agree that the Purchased Assets Purchase Price was negotiated and concluded on the basis of the component prices set forth on Schedule 2.4 attached hereto in accordance with the respective fair market values of the Purchased Assets.

  • The parties agree to report and allocate, for all federal, state and local tax purposes (including IRS Form 8594), the Purchased Assets Purchase Price as so allocated and will not take any inconsistent or contrary position therewith for any other purpose.

  • The terms Purchased Assets, Purchase Price and Aggregate Cash Consideration are as defined in the Sale Agreement.

  • The Purchased Assets Purchase Price shall be increased by the amount that the Net Working Capital Amount as of the Closing Date is greater than the Net Working Capital Amount as of the Balance Sheet Date (such adjustments being collectively referred to as the “Net Working Capital Purchase Price Adjustment”).

  • The Purchased Assets Purchase Price shall be increased by an amount equal to 4.5 times the EBITDA impact for sales of “Zima” labels, which shall be calculated consistently with the method contained on Schedule 2.3(b)(i), for sales made to Coors Brewing Company (the “Coors Sales Adjustment”) during the period commencing on the date which is six (6) months from the Closing Date and ending on the date which is eighteen (18) months from the Closing Date (the “Sales Purchase Price Adjustment Period”).

  • The Purchased Assets Purchase Price and the Watertown Real Estate Purchase Price shall be paid on the Closing Date by wire transfer of immediately available funds from Buyer to such account as is designated by JCI, an amount equal to $27,031,231.

  • Buyer and their Subsidiaries shall have sole and absolute discretion to operate their businesses in the manner they deem appropriate, and without limiting the generality of the foregoing, they will not have any duty to operate their businesses in any manner to increase any Contingent Payments otherwise payable, or to take any action to avoid a Purchased Assets Purchase Price Adjustment.

  • The purchase price for the Purchased Assets ("Purchase Price") shall be $850,000.00.

  • The purchase price to be paid to Seller at Closing for the Purchased Assets ("Purchase Price") shall be $11,556,213 and shall be payable in cash or other immediately available funds at Closing.

  • The consideration to be received by Seller hereunder at the Closing for the Purchased Assets ("Purchase Price") shall be U.S. $3,600,000, payable in Canadian funds as measured three (3) business days before the Closing by certified bank check or wire transfer of immediately available funds.

Related to Purchased Assets Purchase Price

  • 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.

  • Purchased Assets has the meaning set forth in Section 2.1.

  • Receivables Purchase Price means $1,403,509,094.50.

  • Purchased Asset means (i) with respect to any Transaction, the Eligible Asset sold by Seller to Buyer in such Transaction and (ii) with respect to the Transactions in general, all Eligible Assets sold by Seller to Buyer (other than Purchased Assets that have been repurchased by Seller).

  • 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.

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

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

  • Additional Purchased Assets shall have the meaning set forth in Subsection 3(a).

  • 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.

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

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

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.

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

  • Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.

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

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

  • Acquired Assets has the meaning set forth in Section 2.1.

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

  • 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.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • 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 Adjustment Escrow Amount means $3,000,000.

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

  • Purchased Interest means, at any time, the undivided percentage ownership interest in: (a) each and every Pool Receivable now existing or hereafter arising, (b) all Related Security with respect to such Pool Receivables and (c) all Collections with respect to, and other proceeds of, such Pool Receivables and Related Security. Such undivided percentage interest shall be computed as:

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

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