Extract to table

Without limiting the generality of the foregoing, a Person shall be deemed to control another Person if such Person owns, directly or indirectly, more than fifty percent (50%) of the voting securities of such other Person

References to any section of the Code shall include any successor provision thereto

For the avoidance of doubt, Net Working Capital shall exclude (a) cash and cash equivalents, (b) any indebtedness for borrowed money, (c) Transaction Expenses, and (d) any income Tax liabilities or receivables

Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them elsewhere in this Agreement

The aggregate purchase price for the Shares shall be Thirty-Five Million Dollars ($35,000,000) in cash (the "Purchase Price"), subject to adjustment as set forth in Section 2

At the Closing, the Purchase Price shall be paid as follows: (i) Escrow Deposit