Consideration Adjustments. To the extent permitted by Law, any amounts payable under Section 9.2 or Section 9.3 shall be treated by Purchaser and Seller as an adjustment to the Final Consideration for Tax purposes.
Consideration Adjustments. MCC shall use reasonable efforts to cause SIC to agree to amend the payment mechanics in the MDLY Merger Agreement and MCC Merger Agreement contemplated above to provide that if the transaction contemplated by the MCC Merger Agreement closes on its revised terms, the Settlement Amount (defined below) will be paid to an escrow account which shall be distributed to eligible members of the Class (defined below) in accordance with the Settlement Stipulation described below. Defendants shall agree to such adjustments to the payment mechanics, but shall not be obligated to agree to any other adjustments or payments.
Consideration Adjustments. (a) [Intentionally omitted]
Consideration Adjustments. All amounts paid with respect to the indemnity claims under this Agreement shall be treated by the Parties hereto for all Tax purposes as a consideration adjustment, unless such payments are required to be treated differently by applicable laws, rules or regulations. Execution Copy
Consideration Adjustments. CONTRACT PHONES. The Agreement is hereby amended by adding the following as Section 1.4(f) to read in its entirety as follows:
Consideration Adjustments. The aggregate purchase price for the BCS Shares shall be $11,000,000 (the “Purchase Price”), subject to adjustment pursuant to Section 1.3 hereof. The Purchase Price shall be payable in the form of a promissory note (the “Note”) in substantially the form attached hereto as Exhibit B.
Consideration Adjustments. 4.1 The Buyer shall:
Consideration Adjustments. (a) The Closing Payment shall be reduced by the parties' good faith estimate of the amount by which Current Liabilities exceed Current Assets, or increased by the amount that Accounts Receivable exceed Current Liabilities, and reduced by the parties' good faith estimate of amount of any Indebtedness (excluding Indebtedness of the Company to Columbia Capital Corporation in the principal amount of $7,500) (the "Closing Adjustment"). Buyer shall cause the Indebtedness of the Company to Los Alamos National Bank to be paid in full at Closing.
Consideration Adjustments. Amounts paid to or on behalf of the parties shall be treated as adjustments to the Closing Payments.
Consideration Adjustments. 4 3.1 Adjustments to Merger Consideration............................ 4 (a)
