Purchase Price Increases definition

Purchase Price Increases means, without duplication, (i) 100% of the amount, if any, of positive Working Capital of the Acquired Companies (other than the Javelina Partnerships) as of the Effective Time, (ii) the Javelina Percentage Interest of the amount, if any, of positive Working Capital of each Javelina Partnership as of the Effective Time, (iii) to the extent the Product Inventory Value Amount is positive, the Product Inventory Value Amount and (iv) the Reimbursable Capital Expenditures.

Purchase Price Increases means, without duplication, the Working Capital Adjustment (if positive).

Purchase Price Increases means, without duplication, 100% of the amount, if any, of positive Working Capital of the Acquired Companies as of the Purchase Price Adjustment Date, as determined and calculated in accordance with GAAP.

Examples of Purchase Price Increases in a sentence

• The aggregate Purchase Price of the Purchased Certificate (adjusted for any Purchase Price Increases and Purchase Price Decreases, as applicable) subject to outstanding Transactions shall not exceed the Maximum Aggregate Purchase Price.

• From time to time, Seller may request and Buyer will fund Purchase Price Increases in connection with the acquisition or transfer of Mortgage Loans by or to the Pass-Through Trust Trustee for the Pass-Through Trust and the corresponding increase in value of the Purchased Certificate equal to the Purchase Price for such Contributed Mortgage Loan as of the related Purchase Date.

• The aggregate Purchase Price (including Purchase Price Increases) of Purchased Assets subject to outstanding Transactions shall not exceed the Maximum Available Purchase Price.

• From time to time, each Seller may request Purchase Price Increases for the Transaction involving the Purchased Certificates in conjunction with the transfer of an Eligible REO Property, an Eligible Mortgage Loan or an Eligible Rental Property to a Seller Party Subsidiary as a result of the increase in Asset Value of the Purchased Certificates.

• Each of Seller and the Guarantor also agrees not to assert any claim against Buyer or any of its Affiliates, or any of their respective officers, directors, employees, attorneys and agents, on any theory of liability, for special, indirect, consequential or punitive damages arising out of or otherwise relating to the facility established hereunder, the actual or proposed use of the proceeds of the Transactions or Purchase Price Increases, this Agreement or any of the transactions contemplated thereby.

More Definitions of Purchase Price Increases

Purchase Price Increases means, without duplication, (i) 100% of the amount, if any, of positive Working Capital of the Acquired Companies other than Coyote Gas, or constituting part of the Acquired Assets, in each case as of the Effective Time, as determined and calculated in accordance with GAAP, (ii) 50% of the amount, if any, of positive Working Capital of Coyote Gas as of the Effective Time, as determined and calculated in accordance with GAAP, (iii) 100% of the Construction Costs, if any, incurred from and including June 1, 2002 to, but excluding, the Effective Time, provided, however, that the Purchase Price shall not be increased by more than $49 million pursuant to this sub-section (iii), regardless of the amount of actual Construction Costs incurred, (iv) 100% of the Construction Costs, if any, incurred from and including the Effective Time to, but excluding, the Closing Date to the extent not reducing the Working Capital of an Acquired Company from and including the Effective Time to, but excluding, the Closing Date and (v) the interest on the Purchase Price from and including the Effective Time to, but excluding, the Closing Date at a rate per annum equal to the Prime Rate plus two percent, calculated on the basis of a year of 365 days.

Purchase Price Increases means, without duplication of any amounts, (a) if the Working Capital is positive at the Working Capital Valuation Time, then such amount, (b) the aggregate amount of any cash contributions received in respect of any Acquired Equity Interests after the Working Capital Valuation Time and prior to or at the Closing (but only to the extent such cash contributions are expressly authorized by the Buyer), (c) the sum of the positive difference by which the amounts set forth on Schedule 1(c) exceeds the amount of the Non-Current Liabilities as of the Closing, (d) the amount of the Poseidon Debt (Normal) in excess of the Poseidon Debt (Actual), if any, as of the Closing, (e) the aggregate amount of the planned capital expenditures set forth on Schedule 1(d) that any applicable Subject Entity has either actually paid prior to the Working Capital Valuation Time or recorded as a Current Liability as of the Working Capital Valuation Time, and (f) the amount by which Working Capital increases (i.e. Current Assets increase and/or the Current Liabilities decrease) as a result of the incurrence of any Non-Current Liabilities or Indebtedness under the Poseidon Loan Documents during the period between the Working Capital Valuation Time and the Closing. Notwithstanding the foregoing, each Purchase Price Increase with respect to a Subject Entity shall be calculated based on the Percentage Interest applicable to the applicable Subject Entity to which such Purchase Price Increase is attributable.

Purchase Price Increases means, without duplication, 100% of the amount, if any, of positive Working Capital of Argo as of the Purchase Price Adjustment Date, as determined and calculated in accordance with GAAP.

Purchase Price Increases means, without duplication, the Working Capital Adjustment (ifpositive).

Purchase Price Increases means, without duplication of any amounts, (a) if the Working Capital is positive at the Working Capital Valuation Time, then such amount, (b) the aggregate amount of any cash contributions received in respect of any Acquired Equity Interests after the Working Capital Valuation Time and prior to or at the Closing (but only to the extent such cash contributions are expressly authorized by the Buyer), (c) the sum of the positive difference by which the amounts set forth on Schedule 1(c) exceeds the amount of the Non-Current Liabilities as of the Closing, (d) the amount of the Poseidon Debt (Normal) in excess of the Poseidon Debt (Actual), if any, as of the Closing, (e) the aggregate amount of the planned capital expenditures set forth on Schedule 1(d) that any applicable Subject Entity has either actually paid prior to the Working Capital Valuation Time or recorded as a Current Liability as of the Working Capital Valuation Time, and (f) the amount by which Working Capital increases (i.e. Current Assets increase and/or the Current Liabilities decrease) as a result of the incurrence of any Non-Current Liabilities or Indebtedness under the Poseidon Loan Documents during the period between the Working Capital Valuation Time and the Closing.Notwithstanding the foregoing, each Purchase Price Increase with respect to a Subject Entity shall be calculated based on the Percentage Interest applicable to the applicable Subject Entity to which such Purchase Price Increase is attributable.

Purchase Price Increases means, without duplication, any Purchase Price increases contemplated by this Agreement.

Purchase Price Increases means, without duplication, (i) the Fuel & Oil Inventory Valuation Amount and (ii) any other Purchase Price increases contemplated by this Agreement.