Common use of Nuclear Fuel Clause in Contracts

Nuclear Fuel. The Parties agree that the aggregate Initial Purchase Price assumes a quantity of the STP Ownership Share of Nuclear Fuel Inventory to be included in the Purchased Assets, and value thereof as of the Closing, which is represented by Thirty-One Million Nine Hundred Forty-Nine Thousand Six Hundred Seventy-Seven Dollars (U.S. $31,949,677) (the "Nuclear Fuel Inventory Threshold") of book value thereof as set forth on Schedule 3.3(d). Accordingly, the Parties agree that each Purchaser's Initial Purchase Price shall be further adjusted (in accordance with such Purchaser's Proportionate Share) by the difference between the Nuclear Fuel Inventory Threshold and the book value of the STP Ownership Share of Nuclear Fuel Inventory as of the Closing less accumulated amortization thereon (determined in the same manner as the initial valuation of the Nuclear Fuel Inventory for determining the Nuclear Fuel Inventory Threshold) (the "Nuclear Fuel Inventory Value"). Each Purchaser's Initial Purchase Price (in accordance with such Purchaser's Proportionate Share) shall be (i) increased by the amount by which the Nuclear Fuel Inventory Value exceeds the Nuclear Fuel Inventory Threshold, or (ii) decreased by the amount by which the Nuclear Fuel Inventory Value is less than the Nuclear Fuel Inventory Threshold. Notwithstanding anything to the contrary herein, for purposes of this Section 3.3(d), the Nuclear Fuel Inventory Value at Closing shall be calculated by subtracting the STP Ownership Share of any Nuclear Fuel Inventory payables incurred or accrued and unpaid as of the Closing Date.