Purchase Price Refund definition
Examples of Purchase Price Refund in a sentence
The Seller will maintain adequate funds, or will cause any of its Affiliates to pay, for any Purchase Price Refund arising hereunder or any obligations arising under Section 4.01.
Such prepayment shall be applied on the 11th Business Day following such Asset Sale, Purchase Price Refund or Recovery Event toward the prepayment of the Revolving Loans as set forth in Section 2.22(d).
The Seller will notify the Buyer in accordance with Section 7.01 promptly upon the commencement of any Subsequent Sale and will pay to the Buyer at the time of such Subsequent Sale the Purchase Price Refund.
In the event that a landlord consent is not obtained, and in the event that the landlord with regard to such Store commences any action to terminate the lease because of an assignment without consent, then Buyer may rescind this Agreement with respect to that particular Store, and receive a refund of the allocable portion of the Purchase Price for the Store in an amount equal to the percentage shown for the Store in Schedule 1.2, multiplied by the Purchase Price ("Refund Amount").
If Sellers timely deliver an Objection Notice, Buyer and Sellers shall negotiate in good faith to resolve the disputed items and agree upon the Purchase Price Refund due and payable, if any.
Amounts to be applied in connection with prepayments made pursuant to Section 2.12(a) in connection with the incurrence of Indebtedness (other than any Secured Mortgage Indebtedness and any refinancings thereof) and any Asset Sale, Purchase Price Refund or Recovery Event shall be applied, first, to the prepayment of the Tranche A Term Loans and the Tranche B Term Loans in accordance with Section 2.18 and, second, to the prepayment of the CMBS Bridge Loans.
Any Purchase Price Refund that Seller is required to pay pursuant to Section 1.1(a) shall be paid in full no later than five business days following the date upon which the relevant calculations become final and binding upon the parties as provided in Sections 1.1(b)(iii) and (iv).
Purchaser has no obligation to operate the Business in such a way as to minimize the amount of any Purchase Price Refund.
Any Objection Notice shall specify the items in the EBITDA Statement disputed by Seller and shall describe in reasonable detail the basis for such objection, as well as the amount of the Purchase Price Refund in dispute.
Buyer has no obligation to operate the Company in such a way as to minimize the amount of any Purchase Price Refund.