Dollars plus R$8,000,000 (eight million Reais). Subscription and Purchase Price (a) The total sum of the Purchase Price plus the Subscription Price for the Ahlstrom Shares shall be Reais Equivalent to U.S.$114,000,000.00 (One hundred fourteen Million U.S. Any HST on chattels, if applicable, is not included in the Purchase Price. The Purchase Price If the sale of the Property is not subject to HST, Seller agrees to certify on or before (included in/in addition to) closing, that the sale of the Property is not subject to HST. Kamarek dispute any items on the Audited Closing Balance Sheet, in which case it shall be paid within ten (10) business days after the Independent Accountants finally determine the disputed item(s), and Global delivers to Sellers an Audited Closing Balance Sheet modified to reflect such determination. The post-closing adjustment to the - Purchase Price, if any, shall be paid by Sellers to Global from the Escrow Sum or by Global to Sellers, as the case may be, in immediately available funds within ten (10) business days of delivery of the Audited Closing Balance Sheet, unless Sellers or Mr. Conversely, the Purchase Price will be adjusted upward, on a dollar-for dollar basis, to reflect the increase, if any, in the total Working Capital as reflected on the Audited Closing Balance Sheet from the amount of Working Capital reflected on the Preliminary Closing Balance Sheet, provided, however, that in no event shall such upward adjustment exceed the total amount of any adjustment to the Purchase Price made pursuant to Section 2.6(b) above. Post-Closing Purchase Price Adjustment In the event that the - Working Capital as reflected on the Audited Closing Balance Sheet is less than the Working Capital Target, then the Purchase Price will be adjusted downward, on a dollar-for-dollar basis, to reflect the lesser of (i) the decrease, if any, in Working Capital as reflected on the Audited Closing Balance Sheet from the amount of Working Capital reflected on the Preliminary Closing Balance Sheet or (ii) the amount, if any, by which the Working Capital reflected on the Audited Closing Balance Sheet is less than the Working Capital Target. Adjustments to the Shares and Warrant Price.
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