Initial Payment Amount; Final Purchase Price Sample Clauses

Initial Payment Amount; Final Purchase Price. The aggregate amount to be paid by the Buyer to or as directed by the Sellers’ Representative for the account of the Sellers on the Closing Date shall equal: (i) the Purchase Price, plus (ii) the amount, if any, by which the Estimated Working Capital exceeds the Target Working Capital, less (iii) the amount, if any, by which the Estimated Working Capital is less than the Target Working Capital, less (iv) the Escrow Amount; less (v) an amount that is equal to (i) one hundred percent (100%) minus the Assumed Tax Rate, multiplied by (ii) the Severance Payment Amount; less (vi) the Transaction Expenses; less (vii) the Repaid Indebtedness; less (viii) the Sellers’ Expense Amount; less (ix) the Accrued Bonus Amount; plus (x) the Closing Cash. (such resulting amount, the “Initial Payment Amount”). The final aggregate amount to be paid by the Buyer to the Sellers’ Representative hereunder, for the account of the Sellers, (i.e., the Initial Payment Amount, plus or minus the aggregate of any payments made pursuant to Sections 3.1(d), 3.1(e), 8.13(j), 8.13(k)and 8.18, plus any additional Escrow Consideration paid to or as directed by Sellers’ Representative pursuant to the Escrow Agreement) shall be the “Final Purchase Price”.