Adjusted Purchase Price definition

Adjusted Purchase Price means the product of the Purchase Price and the Proration Factor. The Board of Directors may, but shall not be required to, establish procedures to allocate the right to receive Common Shares and capital stock equivalents upon exercise of the Rights among holders of Rights.

Adjusted Purchase Price has the meaning set forth in Section 2.2.

Adjusted Purchase Price shall have the meaning set forth in Section 3.3.

Examples of Adjusted Purchase Price in a sentence

• The Allocation shall be delivered by the Seller Representative to Buyer within one hundred twenty (120) days after the final determination of the Adjusted Purchase Price for Buyer’s approval, which approval shall not be unreasonably withheld, conditioned or delayed.

• The Estimated Adjusted Purchase Price shall be allocated among the Sellers in accordance with the methodology described on Annex 1 hereto (the “Distribution Methodology”).

• Number of Shares or Number of Rights ...........7Section12.Certificate of Adjusted Purchase Price or Number of Shares .....................13Section13.Consolidation, Merger or Sale or Transfer of Assets or Earning Power .....13Section14.Fractional Rights and Fractional Shares ..13Section15.Rights of Action .........................14Section16.Agreement of Right Holders ...............15Section 17.

• In resolving any disputed item, the Accounting Firm (x) shall determine the Company Debt, Closing Cash, Transaction Expenses, Working Capital, Working Capital Deficiency (if any) or Working Capital Surplus (if any), and the Adjusted Purchase Price, in each case in accordance with the respective definitions thereof, (y) shall limit its review to those items or amounts as to which the Seller Representative has disagreed in the Adjustment Dispute Notice and (z) shall act as an expert and not an arbitrator.

• The Sellers and the Company shall not take, and shall not permit any of the Blocker or the Company Group to take any action after the Adjustment Time that would have resulted in a change to the amount of the Adjusted Purchase Price had such action been taken at or prior to such time.

More Definitions of Adjusted Purchase Price

Adjusted Purchase Price means the purchase price after the deduction of –

Adjusted Purchase Price. (a) The Purchase Price shall be adjusted upward by the following amounts (without duplication):

Adjusted Purchase Price has the meaning set forth in Section 2.3(d).

Adjusted Purchase Price is defined in Section 3.1.

Adjusted Purchase Price as defined in Section 2.3.

Adjusted Purchase Price shall have the meaning given such term in Section 2.2.

Adjusted Purchase Price means an amount equal to (a) the Base Purchase Price; plus (b) the Net Working Capital Adjustment Amount, plus (c) any Seller Intercompany Payable, minus (d) any Seller Intercompany Receivable.