Transfer Price Clause Samples
The Transfer Price clause defines the price at which goods, services, or assets are exchanged between related entities within a company or group. Typically, this clause outlines the method for determining the transfer price, such as referencing market rates, cost-plus formulas, or negotiated values, and may specify adjustments for changes in costs or market conditions. Its core function is to ensure that intra-group transactions are conducted at fair and consistent prices, which is essential for regulatory compliance, tax purposes, and preventing profit shifting between jurisdictions.
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Transfer Price. 4.1. With regard to the Equity Transfer Option, the total Transfer Price to be paid by the WFOE or any other entity or individual designated by the WFOE to each Company Shareholder at each Exercise of Option by the WFOE shall be the capital contribution mirrored by the corresponding Transferred Equity in the Company Registered Capital. But if the lowest price permitted by the then-effective PRC Law is higher than the above capital contribution, the Transfer Price shall be the lowest price permitted by the PRC Law.
4.2. With regard to the Asset Purchase Option, the Transfer Price to be paid by the WFOE or any other entity or individual designated by the WFOE to the Company at each Exercise of Option by the WFOE shall be the net book value of the relevant Transferred Assets. But if the lowest price permitted by the then-effective PRC Law is higher than the net book value of the Transferred Assets, the Transfer Price shall be the lowest price permitted by the PRC Law.
Transfer Price. 5.1 The aggregate transfer price of the Target Equity and/or the Target Assets shall be CNY one (1.00); or in case there is any compulsory provisions for the transfer price under the PRC laws or administrative regulations upon transfer of the said Target Equity and/or the Target Assets, the transfer price shall be the lowest price permitted by the then currently PRC laws or administrative regulations (the “Transfer Price”). In case the Target Equity and/or the Target Assets are transferred in batches, the amount of the corresponding transfer price shall be determined as per the proportion of the transferred Target Equity and/or the Target Assets.
5.2 In case the Target Equity and/or the Target Assets fail to be transferred as per the price of CNY one (1.00), the Existing Shareholders and/or the Company agree that upon exercise by the WFOE and/or the Nominated Entity of the Equity Purchase Option or the Assets Purchase Option, all of the exercise price obtained by the Existing Shareholders and/or the Company in connection therewith shall be, as required by the WFOE, gifted to the WFOE and/or the Nominated Entity timely and in full.
5.3 Any and all taxes, costs and charges arising out of performance of the transfer of the Target Equity and/or the Target Assets (including any price gift) shall be borne by the Company.
Transfer Price. The Depositor hereby pays to the Seller the Transfer Price in return for the Subsequent Mortgage Loans identified on the Schedule attached hereto.
Transfer Price. 3.1 The total transfer price of the underlying equity shall be the lowest price allowed by Chinese laws and regulations when the equity is transferred. If the underlying equity is transferred by stages or in batches, the corresponding transfer price shall be determined according to the specific transfer time and transfer ratio.
3.2 The taxes arising from the transfer of the underlying equity shall be borne by each party according to law.
3.3 Party B agrees that all the exercise price (if any) obtained by Party B when Party A or the third party designated by Party A exercises the right will be freely given to Party C in a manner permitted by law.
Transfer Price. 1.3.1 With respect to the Equity Call Option hereunder, the transfer price corresponding to the Purchased Equity in each exercise by Party A shall be the lowest price permitted by the laws of the PRC applicable at the time of exercise; with respect to the Asset Purchase Option hereunder, the transfer price corresponding to the Purchased Assets in each exercise by Party A shall be the net book value of the Purchased Assets; if the lowest price permitted by the then applicable laws of the PRC is higher than the net book value of the Purchased Assets, the transfer price shall be the lowest price permitted by the laws of the PRC.
1.3.2 The Parties hereby agree that, after Party A exercises the Equity Call Option and/or the Asset Purchase Option, Party B and/or Party C shall pay all the transfer price collected thereby to Party A or another party designated by it without compensation.
Transfer Price. In the event of a Voluntary Transfer by pledge, gift or In-Kind Transfer, or any Involuntary Transfer, the price per Share shall be determined as follows. The Company shall be entitled to purchase any Unvested Shares at the Repurchase Price. The Company shall be entitled to purchase any Shares that are no longer Unvested Shares at the then effective fair market value for such Shares, (the “Fair Market Value “), as determined in good faith by the Board of Directors. In the event that Purchaser or any proposed Transferee (a “Disagreeing Party”) disagrees with such Fair Market Value determined by the Board of Directors, the Disagreeing Party shall be entitled to have the Fair Market Value determined by an independent appraiser or recognized standing mutually acceptable to the Company and the Disagreeing Party, the fees for which appraisal shall be borne solely by the Disagreeing Party.
Transfer Price. 3.1 The Transferors and the Transferee after consultations have finally determined that the Transfer Price for the transfer of the Transferred Shares shall be RMB 61,000,000 (hereinafter referred to as “Transfer Price”);
Transfer Price. It is agreed that the Shares shall be purchased and sold at the price of USD 5.83 per ADS, amounting to an aggregate purchase price for such Shares of USD 279,840.00 (the “Transfer Price”).
Transfer Price. Within thirty (30) days after receipt of each shipment and invoice of Initial Blood Screening Assays from Gen-Probe, Chiron shall pay to Gen-Probe the Transfer Price for each Initial Blood Screening Assay purchased by Chiron or its Affiliates.
Transfer Price. The Purchaser shall pay to the Seller or its representative the transfer price in an amount of RMB ________ (the “Transfer Price”).