Examples of Estimated Aggregate Purchase Price in a sentence
Upon the terms and subject to the conditions set forth in this Agreement, at the Closing and upon delivery by Buyer of the Estimated Aggregate Purchase Price and the other amounts in accordance with Section 2.04(a), Buyer will purchase and acquire from Seller, and Seller will sell, assign, transfer and convey to Buyer, all of Seller’s rights, title and interest in all of the Shares, free and clear of all Liens, other than Liens created by or on behalf of Buyer and under applicable securities Laws.
Within five (5) Business Days after the determination of the Final Aggregate Purchase Price, (A) if the Final Aggregate Purchase Price exceeds the Estimated Aggregate Purchase Price, then Purchaser shall pay to Seller an amount equal to the entire amount of such excess or (B) if the Estimated Aggregate Purchase Price exceeds the Final Aggregate Purchase Price, then Seller shall pay to Purchaser an amount equal to the entire amount of such excess.
The Company shall in good faith consider the objections, if any, of Parent to the Estimated Closing Statement and, if Parent has made any objections or if there have been any changes to the Estimated Aggregate Purchase Price, shall reissue the Estimated Closing Statement containing the Estimated Aggregate Purchase Price and each component thereof no later than the Business Day immediately prior to the Closing Date with any such revisions that the Company has determined in good faith are appropriate.
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The consideration will be settled by the Company paying the Deposit in cash within seven business days from entering into the Share Purchase Agreement and the balance of the Estimated Aggregate Purchase Price (net of the Deposit), i.e. HK$435,000,000, in cash to the Vendor upon Completion.
The balance of any such upward adjustment to the Estimated Aggregate Purchase Price has been, or to the Final Aggregate Purchase Price shall be, paid by delivery of a Working Capital Note in an amount equal to its Proportionate Share of such balance.
The Estimated Aggregate Purchase Price has been determined, and the Final Aggregate Purchase Price shall be determined, taking into account the value of the assets described on Schedule 2.8 (the "Excluded Assets") which were transferred by the Company to certain of the Shareholders prior to the Closing Date.
In the event that the Company fails to furnish such affidavit to Buyer, Buyer shall be entitled to deduct and withhold from the Estimated Aggregate Purchase Price federal income taxes to the extent required to be withheld pursuant to Section 1445(a) of the Code.
If the Aggregate Purchase Price, as finally determined pursuant to Section 2.6(a), is less than the Estimated Aggregate Purchase Price, Seller will, within five (5) Business Days after the determination thereof, pay to Purchaser an amount equal to such shortfall, by wire transfer of immediately available funds.
The Company shall in good faith consider the objections, if any, of Parent to the Estimated Closing Statement and, if Parent has made any objections, shall reissue the Estimated Closing Statement containing the Estimated Aggregate Purchase Price and each component thereof no later than the second (2nd) Business Day immediately prior to the Closing Date with any such revisions that the Company has determined in good faith are appropriate.