Estimated Initial Purchase Price definition

Estimated Initial Purchase Price shall have the meaning set forth in Section 1.2(b).
Sample 1
Estimated Initial Purchase Price means an amount equal to the Initial Purchase Price as estimated in good faith by the Company not more than five (5), or less than three (3), days prior to the Closing (which shall include estimated calculations of each component of the Purchase Price with reasonable supporting detail).
Sample 1Sample 2
Estimated Initial Purchase Price means the sum of the Estimated Initial Equity Purchase Price and the Estimated Initial Debt Purchase Price.
Sample 1Sample 2

Examples of Estimated Initial Purchase Price in a sentence

  • Other than with respect to a Debt Removal Exception the extent that funds are needed to cure any Mandatory Removal Exception or Material Title Exception, the Seller Parties shall have the right to direct that any portion of the Estimated Initial Purchase Price or Estimated Deferred Purchase Price, as applicable, being paid at the Closing to be delivered to the applicable title company to cure same.

  • The Purchaser Parties, on the one hand, and the Seller Parties, on the other hand, shall use Commercially Reasonable Efforts to cooperate with and take any actions requested by the other Party to minimize or establish an exemption from such deduction or withholding.1.3 Payment of Estimated Initial Purchase Price and Estimated Deferred Purchase Price .

  • The initial Closing shall have occurred under the Household Purchase Agreement and the Estimated Initial Purchase Price (as defined in the Household Purchase Agreement) shall have been deposited into the Escrow Account (as defined in the Household Purchase Agreement).

  • If, after final determination of the Final Closing Report pursuant to this Section 2.7, the Estimated Initial Purchase Price is less than the Final Initial Purchase Price, then Buyer shall, within three (3) Business Days after the Determination Date, make payment of such difference by wire transfer in immediately available funds to Seller by wire transfer of immediately available funds to an account or accounts designated in writing by Seller.

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  • The sales were in the ordinary course of trade and were in sufficient volumes.

  • None of the Paying Agent, Depository Agent, Buyer or its Affiliates, and following Closing, the Company, nor any other Person shall be liable to any Person in respect of any portion of the Estimated Initial Purchase Price delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.

  • Any former Seller Indemnifying Party who has not theretofore complied with this Section 2.2 shall thereafter look only to the Company for any portion of the Estimated Initial Purchase Price, deliverable in respect of each share of Common Stock or each In—the-Money Vested Option such Person held, as determined pursuant to this Agreement, without any interest thereon.

  • On the Initial Closing Date, Buyer shall pay to such third parties as directed by Sellers in writing, by wire transfer of immediately available funds, an amount equal to the Outstanding Transaction Expenses, which amount shall be deducted from the Estimated Initial Purchase Price to be paid pursuant to Section 2.3(a) in accordance with the definition of “Estimated Initial Purchase Price”.

  • Only 16 percent of teachers surveyed by Florida’s external evaluator in Year 4 strongly agreed or agreed “there is evidence which shows that implementation of Race to the Top initiatives will transfer/has transferred to student achievement.” Race to the Top 8 Florida Year 4: School Year 2013 –2014 State Success Factors Student outcomes data In SY 2013-2014 ELA and mathematics scores across grades remained approximately the same as the two previous school years.


More Definitions of Estimated Initial Purchase Price

Estimated Initial Purchase Price means an aggregate amount in cash equal to (i) the Enterprise Value, plus (ii) the Estimated Closing Cash and Cash Equivalents, plus (iii) the positive or negative amount, if any (as applicable), determined by subtracting the Target Net Book Value from the Estimated Closing Net Book Value, plus (iv) the Estimated Closing Debt Issuance Cost Adjustment, minus (v) the Estimated Closing Indebtedness, minus(vi) the Outstanding Transaction Expenses, if any, plus (vii) the Estimated Former Directive Cars Value. 9
Sample 1
Estimated Initial Purchase Price means an amount equal to $330,000,000 plus the amount, if any, by which the Estimated Closing Date Net Current Asset Amount exceeds the Target Net Current Asset Amount or minus the amount, if any, by which the Estimated Closing Date Net Current Asset Amount falls short of the Target Net Current Asset Amount.
Sample 1
Estimated Initial Purchase Price means an aggregate amount in cash equal to (i) the Enterprise Value, plus (ii) the Estimated Closing Cash and Cash Equivalents, plus (iii) the positive or negative amount, if any (as applicable), determined by subtracting the Target Net Book Value from the Estimated Closing Net Book Value, plus (iv) the Estimated Closing Debt Issuance Cost Adjustment, minus (v) the Estimated Closing Indebtedness, minus (vi) the Outstanding Transaction Expenses, if any, plus (vii) the Estimated Former Directive Cars Value.
Sample 1

Related to Estimated Initial Purchase Price

  • Initial Purchase Price has the meaning set forth in Section 2.1.

  • Final Purchase Price has the meaning set forth in Section 2.02.

  • Total Purchase Price means the aggregate amount payable by the Purchaser as set out in Appendix A of this Agreement.

  • Additional Purchase Price has the meaning provided in Section 1.2(b).

  • Preliminary Purchase Price has the meaning set forth in Section 2.02.

  • Original Purchase Price means the price paid by you for the motor vehicle or a maximum of 110% of the market value of the vehicle as defined by Glass's Guide Retail at time of purchase, whichever is the lesser (including all factory fitted accessories) and after any discount given, but does not include the cost of dealer fitted accessories, road fund licence, new vehicle registration fee, fuel, paintwork and/or upholstery protection kits, insurance premiums (including the premium for this policy), warranty premiums, any finance arrears and any such associated costs and any negative equity transferred from a previous finance agreement.

  • Optional Purchase Price has the meaning set forth in Section 8.1 of the Sale and Servicing Agreement.

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

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

  • Initial Purchase Date The first Payment Date following the month in which the Pool Balance is initially reduced to less than 20% of the Cut-off Date Balance.

  • Over-allotment Purchase Price The Purchaser shall pay the Over-allotment Purchase Price by wire transfer of immediately available funds to the Company at least one business day prior to the Over-Allotment Closing Date in accordance with the Company’s wiring instructions. On the Over-allotment Closing Date, upon the payment by the Purchaser of the Over-allotment Purchase Price, the Company shall, at its option, deliver a certificate evidencing the Private Placement Warrants purchased by the Purchaser on such date duly registered in the Purchaser’s name to the Purchaser, or effect such delivery in book-entry form.

  • Closing Date Purchase Price shall have the meaning set forth in Section 2.1 hereof.

  • 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.

  • 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).

  • Unit Purchase Price shall have the meaning ascribed to such term 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;

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

  • Net Purchase Price has the meaning set forth in Section 2.1.

  • Initial Payment means the dollar amount specified as the “Initial Payment” in the applicable Purchase Agreement.

  • Loan Purchase Price With respect to any Home Equity Loan purchased from the Trust on or prior to a Monthly Remittance Date pursuant to Section 3.04, 3.06(b) or 8.10(b) hereof, an amount equal to the outstanding principal balance of such Home Equity Loan as of the date of purchase (assuming that the Monthly Remittance Amount remitted by the Servicer on such Monthly Remittance Date has already been remitted), plus all accrued and unpaid interest on such Home Equity Loan at the Coupon Rate to but not including the date of such purchase together with (without duplication) the aggregate amounts of (i) all unreimbursed Delinquency Advances and Servicing Advances theretofore made with respect to such Home Equity Loan, (ii) all Delinquency Advances which the Servicer has theretofore failed to remit with respect to such Home Equity Loan, (iii) all reimbursed Delinquency Advances and Servicing Advances to the extent that reimbursement is not made from the Mortgagor and (iv) any costs and damages incurred by the Trust in connection with any violation by the Home Equity Loan of any predatory or abusive lending law.

  • Redemption Call Purchase Price has the meaning ascribed thereto in section 5.2(a);

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

  • Initial Purchase Agreement means the Purchase Agreement (including the related Blanket Endorsement, Initial Xxxx of Sale and any attachments thereto) substantially in the form of Attachment A hereto (of which these Master Terms form a part by reference), to be executed by VL Funding, the VL Funding Eligible Lender Trustee on behalf of VL Funding, Funding and the Interim Eligible Lender Trustee on behalf of Funding, which shall certify that the representations and warranties made by VL Funding as set forth in Sections 5(A) and (B) and by the Servicer as set forth in Section 5(C) of these Master Terms are true and correct as of the Closing Date.

  • Contract Purchase Price means the amount actually paid or allocated in respect of the purchase, development, construction or improvement of a Property or the amount of funds advanced with respect to a Mortgage, or the amount actually paid or allocated in respect of the purchase of other Assets, in each case exclusive of Acquisition Fees and Acquisition Expenses, but in each case including any indebtedness assumed or incurred in respect of such Property.

  • Aggregate Purchase Price has the meaning set forth in Section 1.1.

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