Final Closing Date Purchase Price definition
Examples of Final Closing Date Purchase Price in a sentence
The Purchase Price shall be adjusted following the Closing based on the difference between the Final Closing Date Purchase Price (as determined in accordance with this Section 1.7) and the Estimated Purchase Price, and payment shall be made in respect of any such post-Closing adjustment as set forth in Section 1.7(f).
To the extent that the A&H Net Liabilities, less the A&H Assets, reflected on the Preliminary Purchase Price Statement exceeds the A&H Net Liabilities, less the A&H Assets to be reflected on the Final Closing Date Purchase Price Statement, the Reinsurer shall pay to the Company in cash, within ten (10) days after the Final Closing Date Purchase Price Statement is determined, such difference.
The Purchase Price in respect of the Purchased Assets in the aggregate shall be increased (the “Purchase Price Increase”) by the amount, if any, that the Final Closing Date Purchase Price is greater than the Estimated Purchase Price.
If such shortfall is greater than the Adjustment Escrow Amount, then Seller shall, promptly, but no later than five (5) business days after the final determination of the Final Closing Date Purchase Price, pay the remaining balance to Buyer by wire transfer of immediately available funds to an account designated by Buyer.
The Purchase Price shall be adjusted following the Closing based on the difference between the Final Closing Date Purchase Price (as determined in accordance with this Section 2.5) and the Estimated Purchase Price, and payment shall be made in respect of any such post-Closing adjustment as set forth in Section 2.5(e).
Purchaser and Seller agree that the Final Closing Date Purchase Price (plus other relevant items required under the Code, including any liabilities of the Companies) will be allocated among such Company’s assets in accordance with Section 1060 of the Code and the regulations thereunder and consistent with this Section 10.5. Seller will deliver its calculation of such allocation to Purchaser within sixty (60) days after the final determination of the Final Closing Date Purchase Price (the “Allocation”).
The Purchase Price shall be adjusted following the Closing based on the difference between the Final Closing Date Purchase Price (as determined in accordance with this Section 1.3) and the Estimated Purchase Price, and payment shall be made in respect of any such post-Closing adjustment as set forth in Section 1.3(e).
The Purchase Price shall be adjusted following the Closing based on the difference between the Final Closing Date Purchase Price (as determined in accordance with this Section 1.4) and the Estimated Purchase Price, and payment shall be made in respect of any such post-Closing adjustment as set forth in Section 1.4(e).
If such shortfall is greater than the Adjustment Escrow Amount, then Seller shall, promptly, but no later than five (5) business days after the final determination of the Final Closing Date Purchase Price, pay the remaining balance thereof to Buyer by wire transfer of immediately available funds to an account designated by Buyer.
In the event that the aggregate Final Closing Date Purchase Price is not adequate to pay the aggregate Preferred Redemption Amount, then any payments made pursuant to this Section 2.5(e)(i) shall be made to the Preferred Stockholders pro rata in proportion to the full amounts to which they would otherwise be respectively entitled if the Final Closing Date Purchase Price was equal to the Preferred Redemption Amount, until such time as the entire Preferred Redemption Amount has been paid.