Common use of Adjustment Payment Date Clause in Contracts

Adjustment Payment Date. A. On the fifteenth (15th) day after the Closing Date or such earlier date as may be agreed to in writing by the parties (the "Adjustment Payment Date"), Seller shall deliver the following documents to Purchaser: (i) A statement setting forth (a) the aggregate amount of Deposit Liabilities and the Accrued Deposit Interest thereon transferred to and assumed by Purchaser, calculated as of the close of business on the day immediately before the Closing Date; and (b) any corrections to the information contained in the Deposit Listing (as defined in Section 6.8) delivered to the Purchaser on the Closing Date; (ii) A statement of the Purchased Loans as of the close of business on the day immediately before the Closing Date, setting forth the aggregate unpaid principal amount of such Purchased Loans and the Accrued Loan Interest and listing, for each such Purchased Loans, the name and address of the borrower, the unpaid principal amount thereof interest rate thereon and the amount of the Accrued Loan Interest; (iii) A statement of the actual proration amounts to be paid in accordance with Section 1.6 hereof as of the start of business on the Closing Date; and (iv) A closing statement for execution by the parties. B. If the statement delivered in accordance with the foregoing subsection A requires an adjustment to be made to the Transfer Payment, Seller or Purchaser, as the case may be, shall make an adjustment payment to the other party (the "Adjustment Payment") to correct any discrepancy between the amount of the estimated Transfer Payment paid under Section 1.3 and the amount of the Transfer Payment as finally determined pursuant to Section 1.

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (Sound Financial, Inc.), Purchase and Assumption Agreement (Sound Financial, Inc.)

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Adjustment Payment Date. A. On the fifteenth (15th) 30th day after the Closing Date or such earlier date as may be agreed to in writing by the parties (the "Adjustment Payment Date"), Seller shall deliver the following documents to Purchaser:Purchaser in order to determine the amount of any necessary adjustment to the Transfer Payment (“Adjusted Payment”): (i) 1. A statement setting forth (a) the aggregate amount of Deposit Account Liabilities and the Accrued Deposit Account Interest thereon transferred to and assumed by Purchaser, calculated as of the close of business on the day immediately before the Closing Date; and (b) any corrections to the information contained in the Deposit Listing (as defined in Section 6.8) Schedule 1.2A.2 delivered to the Purchaser on the Closing Date; 2. A statement setting forth (a) the aggregate amount of Certificate Liabilities and the Accrued Certificate Interest thereon transferred to and assumed by Purchaser, calculated as of the close of business on the day immediately before the Closing Date; and (iib) any corrections to the information contained in Schedule 1.2B.2 delivered to Purchaser on the Closing Date; 3. A statement of the Purchased Loans as of the close of business on the day immediately before the Closing Date, setting forth (a) the aggregate unpaid principal amount of such Purchased Loans and the Accrued Loan Interest and listing, for each such Purchased Loans, the name and address of the borrower, the unpaid principal amount thereof thereof, interest rate thereon and the amount of the Accrued Loan Interest; and (iiib) any corrections to the information contained in the Schedule 1.1B.3 delivered to Purchaser on the Closing Date; 4. A statement of the actual proration amounts to be paid in accordance with Section 1.6 hereof as of the start of business on the Closing Date; and (iv) and 5. A final closing statement of any other required adjustments to determine the Adjusted Payment for execution by the partiesparties on the form in Exhibit 2. B. If the final closing statement delivered in accordance with the foregoing subsection A requires an adjustment to be made to the Transfer Adjusted Payment, Seller or Purchaser, as the case may be, shall make an adjustment payment the Adjusted Payment to the other party (the "Adjustment Payment") to correct any discrepancy between the amount of the estimated Transfer Payment paid under Section 1.3 1.4 and the amount of the Transfer Adjusted Payment as finally determined under this Section 1.5. Seller shall provide Purchaser with the worksheets it used to calculate the Adjustment Payment. Any Adjustment Payment due to either party on the Adjustment Payment Date pursuant to Section 1this provision shall be paid to such party on the Adjustment Payment Date by the other party by wire transfer on the first business day immediately following the execution of the final closing statement by Purchaser and Seller and shall bear interest from and including the Closing Date to the date of payment at the effective federal funds rate as published daily by the Federal Reserve Bank of Atlanta for the dates involved.

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (Heritage Financial Group), Purchase and Assumption Agreement (Pab Bankshares Inc)

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