Adjustment to Purchase Price definition

Adjustment to Purchase Price. Any amount of cash and collected receivables that pertain to the Excluded Assets, which is in excess of the amount of payments that pertain to the Excluded Liabilities, will be paid in cash by the Purchaser to Seller, its successor or assigns on or before the day which is 60 days following the Reconciliation Date (the "Reconciliation Payment Date"). Any amount of cash and collected receivables that pertain to the Excluded Assets which is less than the amount of payments that pertain to the Excluded Liabilities (the "Seller Reconciliation Payment") will be paid by in cash by Seller to the Purchaser on or before the Reconciliation Payment Date.
Sample 1

Examples of Adjustment to Purchase Price in a sentence

  • Parent shall then calculate the "First Adjustment to Purchase Price" ------ as follows: FAPP = FADV - OPP where FAPP is the First Adjustment to Purchase Price; FADV is the First Adjustment Date Value as calculated on the First Adjustment Date using the Valuation Method; and OPP is the Original Purchase Price.

  • To the extent that the actual amounts differ from the amounts estimated on Exhibit B (Adjustment to Purchase Price) or prorations or adjustments other than those reflected on Exhibit B are discovered after the Closing, the parties agree to remit the correct amount of such items to the appropriate party within 15 days after the same are determined.

  • Parent shall then calculate the "Second Adjustment to -------------------- Purchase Price" as follows: -------------- XXXX = SADV - FADV where XXXX is the Second Adjustment to Purchase Price; SADV is the Second Adjustment Date Value as calculated on the Second Adjustment Date using the Valuation Method; and FADV is the First Adjustment Date Value.

  • Parent shall then calculate the "Second Adjustment to Purchase Price" as follows: XXXX = SADV - FADV where XXXX is the Second Adjustment to Purchase Price; SADV is the Second Adjustment Date Value as calculated on the Second Adjustment Date using the Valuation Method; and FADV is the First Adjustment Date Value.

  • By contrast, the EU initiatives are motivated by much more specific aims, of which technological lead is not part.

  • This Grantee policy is only applicable in the case of emergency and/or specific need for a Health & Safety check.

  • Adjustment to Purchase Price Allocation relating to differences under Canadian GAAP Under Canadian GAAP, joint ventures are accounted for using the proportionate consolidation method, while under US GAAP, joint ventures are accounted for under the equity method.

  • However, relative to the 2020 CA SHP Benchmark I (85% boiler efficiency and CA avoided grid emissions) performance of the CHP technologies is mixed.

  • Purchase Price 2 2.1 Consideration Amounts 2 2.2 Consideration Payments 7 2.3 Working Capital Adjustment to Purchase Price 11 2.4 Escrow and Adjustment Payments 14 2.5 Payment of Transfer Taxes and Fees 14 2.6 Payment of Other Amounts at Closing 14 3.

  • Parent shall then calculate the ---------------- --------- "First Adjustment to Purchase Price" as follows: ---------------------------------- FAPP = FADV - OPP where FAPP is the First Adjustment to Purchase Price; FADV is the First Adjustment Date Value as calculated on the First Adjustment Date using the Valuation Method; and OPP is the Original Purchase Price.

Related to Adjustment to Purchase Price

  • Purchase Price Adjustment shall have the meaning specified in Section 3.02.

  • Base Purchase Price has the meaning set forth in Section 2.2.

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

  • Cash Purchase Price has the meaning set forth in Section 2.1(b).

  • the Purchase Price means the price to be paid by the Buyer to the Seller for the purchase of the Property;

  • Option Purchase Price has the meaning set forth in Section 9.36(b) hereof.

  • Purchase Price Adjustments has the meaning given to it in Section 2.04(a).

  • Stock Purchase Price has the meaning set forth in Section 2 of the Subscription Agreement.

  • Adjustment Payment means, in respect of any Security, the payment (if any) determined by the Determination Agent as is required in order to reduce or eliminate, to the extent reasonably practicable, any transfer of economic value to or from the Issuer as a result of the replacement of the Index by the Alternative Pre-nominated Index. The Determination Agent may determine that the Adjustment Payment is zero.

  • Purchase Price Per Share means $0.01 per share, as may be adjusted from time to time in accordance with Section 5 or 6.

  • Unit Purchase Price means the minimum cost to purchase one

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Price Adjustment means any and all price reductions, offsets, discounts, rebates, adjustments, and or refunds which accrue to or are factored into the final net cost to the hospital outpatient department or ambulatory surgical center.

  • Purchase Price Allocation has the meaning set forth in Section 2.6(a).

  • Maximum Purchase Price has the meaning assigned to the term in the Pricing Side Letter.

  • Net Purchase Price means the Purchase Price minus the amount of “Subsidy of Stamp Duty” Benefit (if any) and the amount of cash rebate (if any).

  • Deferred Purchase Price means the portion of the Purchase Price of Purchased Receivables purchased on any Purchase Date exceeding the amount of the Purchase Price under Section 2.02 to be paid in cash, which portion when added to the cumulative amount of all previous Deferred Purchase Prices (after giving effect to any payments made on account thereof) shall not exceed 15% of the Outstanding Balance of the Transferred Receivables. The obligations of the Purchaser in respect of the Deferred Purchase Price shall be evidenced by the Purchaser’s subordinated promissory note in the form of Exhibit C hereto.

  • VWAP Purchase Price means the lesser of (i) the Closing Sale Price on the VWAP Purchase Date; or (ii) ninety-seven percent (97%) of volume weighted average price for the Common Stock traded on the Principal Market during normal trading hours on (A) the VWAP Purchase Date if the aggregate shares traded on the Principal Market on the VWAP Purchase Date have not exceeded the VWAP Purchase Share Volume Maximum and the Sale Price of Common Stock has not fallen below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction), or (B) the portion of the VWAP Purchase Date until such time as the sooner to occur of (1) the time at which the aggregate shares traded on the Principal Market has exceeded the VWAP Purchase Share Volume Maximum, or (2) the time at which the Sale Price of Common Stock falls below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).

  • SOFR Adjustment (a) with respect to Daily Simple SOFR, means 0.10% (10 basis points) and (b) with respect to Term SOFR, means 0.10% (10 basis points) for an Interest Period of one-month’s duration, and 0.15% (15 basis points;) for an Interest Period of three-month’s duration, 0.25% (25 basis points) for an Interest Period of six-months’ duration.

  • Combined Purchase Price shall have the meaning ascribed to such term in Section 2.1(b).

  • Adjustment Amount For any Distribution Date, the difference between (A) the sum of the Class A Principal Balance and the Class B Principal Balance as of the related Determination Date and (B) the sum of (i) the sum of the Class A Principal Balance and the Class B Principal Balance as of the Determination Date succeeding such Distribution Date and (ii) the aggregate amount that would have been distributed to all Classes as principal in accordance with Section 4.01(a) for such Distribution Date without regard to the provisos in the definitions of Class B-1 Optimal Principal Amount, Class B-2 Optimal Principal Amount, Class B-3 Optimal Principal Amount, Class B-4 Optimal Principal Amount, Class B-5 Optimal Principal Amount and Class B-6 Optimal Principal Amount.

  • Adjustment Price means the lowest Underlying Price within the Adjustment Period after the Underlying Price is for the first time equal to or below the Adjustment Threshold.Subject to the following paragraphs (a) and (b) the "Adjustment Threshold" is calculated as follows

  • Additional Purchase Price means, with respect to any Additional Purchase made pursuant to Section 2(c) hereof, the lower of: (i) $2.00 per share and (ii) ninety-five percent (95%) of the Purchase Price (as defined below) (in each case, to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split or other similar transaction that occurs on or after the date of this Agreement).

  • Purchase Price Date means the date the Purchase Price is delivered by Lender to Borrower.

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • 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.