Final Aggregate Purchase Price definition

Final Aggregate Purchase Price shall have the meaning set forth in Section 2.9(a)(iii).
Final Aggregate Purchase Price means the amount of the Aggregate Purchase Price, as finally determined by this Section 2.6(a).
Final Aggregate Purchase Price means, without duplication, (a) the sum of (i) the Total Enterprise Value, plus (ii) Final Closing Cash, plus (iii) Final Closing Working Capital, minus (b) the sum of (i) Final Closing Indebtedness, plus (ii) the Final Transaction Expenses, plus (iii) Target Working Capital, plus (iv) the Replacement LTI Award Cost.

Examples of Final Aggregate Purchase Price in a sentence

  • The number of the Listed Shares shall be determined by dividing the proportion of the Final Aggregate Purchase Price payable in the form of Listed Shares by the average closing price per share of the Listed Company during the 30 trading days prior to April 31, 2027 (the exchange rate shall be determined based on the RMB to US dollars central parity rate published by the Bank of China on the last working day prior to the such grant).

  • If Seller and Purchaser fail to agree on the Allocation within 30 days after Seller’s receipt of Purchaser’s notice of disagreement (or if Seller and Purchaser fail to agree on the allocation of any post-Closing adjustment to the Final Aggregate Purchase Price), such matter shall be referred to the Arbiter for binding arbitration.

  • The Parties agree that any indemnification payment made pursuant to this Agreement shall be treated for Tax purposes as an adjustment to the Final Aggregate Purchase Price, unless otherwise required by applicable Law.

  • Any payment from Buyer or the Escrow Account pursuant to this Section 2.14(e) shall be made within three Business Days after the date on which the Final Aggregate Purchase Price has been determined, by wire transfer of immediately available funds by Buyer or the Escrow Agent (as directed by the parties), as the case may be, to the applicable party or parties.

  • To the extent permitted by Applicable Law, any amount paid under this Article 9 shall be treated for tax purposes as an adjustment to the Final Aggregate Purchase Price.


More Definitions of Final Aggregate Purchase Price

Final Aggregate Purchase Price means the Aggregate Purchase Price as derived from the Final Closing Statement.
Final Aggregate Purchase Price means the Aggregate Purchase Price (i) as shown in Buyer’s calculation thereof set forth on the Post-Closing Statement delivered pursuant to Section 2.14, if the Holders’ Representative does not deliver any notice of disagreement with respect thereto pursuant to Section 2.14(b) or (ii) if the Holders’ Representative does deliver such a notice of disagreement, (A) as agreed by Buyer and the Holders’ Representative pursuant to Section 2.14(c) or (B) in the absence of such agreement, as determined by the Accounting Referee pursuant to Section 2.14(c).
Final Aggregate Purchase Price is defined in Section 1.4(c) of this Agreement.
Final Aggregate Purchase Price has the meaning given to that term in Section 3.07(d).
Final Aggregate Purchase Price shall refer to the sum of the final calculations of the amounts of (a) any Unpaid Expenses not paid by or on behalf of the Project Company on or prior to the Closing Date, (b) any Prepaid Expenses, (c) any Accounts Receivable and (d) any Unbilled Energy Costs, as such amounts are determined in accordance with Sections 2.4.3 and 2.4.4(d).
Final Aggregate Purchase Price means the Aggregate Purchase Price (i) as shown in Seller’s calculation delivered pursuant to ‎Section 2.04(a), if no notice of disagreement with respect thereto is duly delivered pursuant to ‎Section 2.04(b); or (ii) if such a notice of disagreement is delivered, (A) as agreed by Buyer and Seller pursuant to ‎Section 2.04(c) or (B) in the absence of such agreement, as shown in the independent accountant’s calculation delivered pursuant to ‎Section 2.04(c); provided that in no event shall the Final Aggregate Purchase Price be more than Seller’s calculation of the Aggregate Purchase Price delivered pursuant to ‎Section
Final Aggregate Purchase Price means an amount equal to the sum of (a) the Base Price, less (b) the Final Indebtedness, plus (c) the Final Cash, less (d) the amount equal to the absolute value of the amount, if any, by which the Final Adjusted Working Capital is less than Target Working Capital, plus (e) the amount equal to the absolute value of the amount, if any, by which Final Adjusted Working Capital is greater than Target Working Capital, plus (f) the Transaction Tax Benefits, less (g) the Final Transaction Expenses.