Revised Purchase Price definition
Examples of Revised Purchase Price in a sentence
Buyer and the Members shall file all Tax Returns consistent with the Purchase Price Allocation and any Revised Purchase Price Allocation and no party hereto shall take any position for Tax purposes inconsistent with such allocation; provided, that the parties acknowledge that Buyer and its Affiliates may use a different allocation for financial reporting purposes.
Unless otherwise required by law, Delphi and the Shareholders shall not take any position inconsistent with the Initial Purchase Price Allocation and the Revised Purchase Price Allocations on any Tax Return (including, without limitation, Form 8023) or for any other tax purpose.
In addition, Sunwin International will refund to Shandong Shengwang the sum of $2,173,562 which represents the difference between $6,200,413 (the Purchase Price set forth in the Amendment) and $4,026,851 (the Revised Purchase Price set forth in the Second Amendment).
If the Seller and the Purchaser cannot settle the disagreement within thirty days after receipt by the Respective Party of the other Party's statement of objections and the Revised Purchase Price Determination Statements, the Seller or the Purchaser may present the matter to a neutral auditor from BDO Deutsche Warentreuhand AG Wirtschaftsprufungsgesellschaft, Dusseldorf branch (the "Neutral Auditor").
The Seller and the Purchaser agree that calculation of the Revised Purchase Price and the Excess Purchase Price shall be done at the Forex Conversion Rate.
The costs and expenses of the Neutral Auditor shall be borne by the Seller and the Purchaser pro-rata in proportion to the amounts by which the Purchase Price as determined (i) by the Purchaser in the Preliminary Purchase Price Determination Statements and (ii) by the Seller and the Purchaser, respectively, in the Revised Purchase Price Determination Statements deviates from the Purchase Price Determination Statements determined by the Neutral Auditor.
The parties hereby agree to revise and finalize the Asset Purchase Price as a firm, fixed price of Five Hundred Ten Thousand Dollars ($510,000.00) ("Revised Purchase Price"), not subject to the adjustments contemplated by paragraphs 2(a) and 2(b) of the Agreement.
Any dispute or disagreement between the Buyer and the Sellers’ Representative regarding such Revised Purchase Price Allocation shall be resolved in accordance with the procedures and timing requirements set forth above regarding the Proposed Purchase Price Allocation.
If the Revised Purchase Price exceeds the Estimated Purchase Price by more than $25,000, the Purchaser shall forthwith pay the difference to the Vendors' Counsel in trust.
If the Revised Purchase Price is less than the Estimated Purchase Price by more than $25,000, the Vendors shall forthwith direct the Vendors' Counsel to pay the difference to the Purchaser.