Additional Fortress Amount definition
Examples of Additional Fortress Amount in a sentence
The Parties agree that the Cash Consideration, the Additional Atlas Amount and the Additional Fortress Amount (together with any other amounts properly treated as purchase price for U.S. federal, state, and local income Tax purposes) for the Purchased Interests shall be allocated among the assets of the Company (and any applicable Subsidiary) in a manner consistent with Sections 755 and 1060 of the Code and the Treasury Regulations thereunder.
Notwithstanding the foregoing, ▇▇▇▇▇▇▇▇▇ agrees to give the Representative at least five (5) days’ notice of any contemplated deduction and withholding with respect to any payment or delivery of the Cash Consideration, Additional Atlas Amount, Additional Fortress Amount or the Unit Consideration and, further, to use commercially reasonable efforts to work in good faith, at the Representative’s request, with the Representative to reduce or eliminate any such deduction and withholding.