Common use of Final Purchase Price Allocation Clause in Contracts

Final Purchase Price Allocation. Parent Seller shall prepare a written statement allocating the Final Purchase Price on the Sold Business taking into account, to the extent possible considering the Accounting Principles, Purchaser’s requirement to comply with US GAAP (the “Allocation Statement”) and shall provide Purchaser with the Allocation Statement within reasonable time, but not later than eight (8) weeks after the Closing Date taking into account arm’s length principles. Parent Seller shall update the Allocation Statement and provide Purchaser with an updated statement (the “Updated Allocation Statement”) within ten (10) Business Days following the delivery of the ETWC Statement pursuant to Section 11.2.2. Bird & Bird / METIS 27 /66 ASPA EXECUTION COPY Project London 11.12.2011 Should Parent Seller and Purchaser not agree on the appropriate allocation of the Final Purchase Price within four (4) weeks after the Parent Seller has received the Updated Allocation Statement, then Parent Seller and Purchaser shall each be entitled to allocate the Purchase Price as they deem necessary under their applicable statutory requirements.

Final Purchase Price Allocation. Parent Seller shall prepare a written statement allocating the Final Purchase Price on the Sold Business taking into account, to the extent possible considering the Accounting Principles, Purchaser’s requirement to comply with US GAAP (the “Allocation Statement”) and shall provide Purchaser with the Allocation Statement within reasonable time, but not later than eight (8) weeks after the Closing Date taking into account arm’s length principles. Parent Seller shall update the Allocation Statement and provide Purchaser with an updated statement (the “Updated Allocation Statement”) within ten (10) Business Days following the delivery of the ETWC Statement pursuant to Section 11.2.2. Bird & Bird / METIS 27 /66 ASPA EXECUTION COPY Project London 11.12.2011 Should Parent Seller and Purchaser not agree on the appropriate allocation of the Final Purchase Price within four (4) weeks after the Parent Seller has received the Updated Allocation Statement, then Parent Seller and Purchaser shall each be entitled to allocate the Purchase Price as they deem necessary under their applicable statutory requirements.