Aggregate Purchase Price and Payment Sample Clauses

Aggregate Purchase Price and Payment. Subject to the adjustment in Section 2.2, the aggregate purchase price to be paid by the Buyer to the Sellers in consideration of the sale of the Purchased Assets and the Business (the "Aggregate Purchase Price") shall be equal to: (i) Nineteen Million Five Hundred Thousand Dollars ($19,500,000) of which Nine Million Seven Hundred Fifty Thousand Dollars ($9,750,000) shall be payable by wire transfer of immediately available funds (the "Cash Amount") and of which Nine Million Seven Hundred Fifty Thousand Dollars ($9,750,000) shall be payable in the form of a Convertible Promissory Note in the form of Exhibit A annexed hereto (the "Note"); plus (ii) any Net Discounted Receivable Amount (as hereinafter defined in this Section 2.1) which shall be paid by federal funds wire transfer; less (iii) any Net Discounted Payable Amount (as hereinafter defined in this Section 2.1), which amount shall be offset against the Cash Amount; plus (iv) the additional consideration payable pursuant to Section 2.3 below; plus (v) the aggregate amount of the Assumed Liabilities as of the date of the Closing. For purposes of this Agreement, the "Net Discounted Receivable Amount" shall be determined by (i) multiplying by .9875 the Net Present Value of the Accounts Receivable and (ii) adding to the product obtained thereby the sum of $855,000 and (iii) subtracting therefrom an amount equal to the Net Present Value of the Accounts Payable. The "Net Present Value" of the Accounts Receivable shall be determined by grouping the Accounts Receivable into 30 days classes based upon their due dates as of the Closing (i.e., under 30 days, under 60 days, under 90 days, etc.) and then discounting the aggregate of Accounts Receivable within each class from that date which is the midpoint of the class (i.e., 15 days, 45 days, 75 days, etc.) to the date of the Closing using a discount rate equal to five and one-half percent (5 1/2%) (the "Discount Rate"). The "Net Present Value" of the Accounts Payable shall be determined by grouping the Accounts Payable into 30 day classes based upon their due dates as of the Closing (i.e., under 30 days, under 60 days, under 90 days, etc.) and then discounting the aggregate of Accounts Payable within each class from that date which is the midpoint of the class (i.e., 15 days, 45 days, 75 days, etc.) to the date of the Closing using the Discount Rate. For purposes of this Agreement, the "Net Discounted Payable Amount" shall be determined by subtracting from the N...
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Related to Aggregate Purchase Price and Payment

  • Purchase Price and Payment Unless otherwise agreed in writing between the selling Investor Member and the Company, the price of Class A Investor Shares purchased and sold pursuant to this section 8.6 shall be ninety percent (90%) of the then-current value of such Class A Investor Shares as determined by the Company in accordance with its financial model. The purchase price shall be paid by wire transfer or other immediately available funds at closing, which shall be held within sixty (60) days following written notice from the Manager. P a g e | 17

  • Purchase Price and Payment Date Each Asset purchased by the Receiver pursuant to this Section 3.4 shall be purchased at a price equal to the Repurchase Price of such Asset less the Related Liability Amount applicable to such Asset, in each case determined as of the applicable Put Date. If the difference between such Repurchase Price and such Related Liability Amount is positive, then the Receiver shall pay to the Assuming Institution the amount of such difference; if the difference between such amounts is negative, then the Assuming Institution shall pay to the Receiver the amount of such difference. The Assuming Institution or the Receiver, as the case may be, shall pay the purchase price determined pursuant to this Section 3.4(d) not later than the twentieth (20th) Business Day following the applicable Put Date, together with interest on such amount at the Settlement Interest Rate for the period from and including such Put Date to and including the day preceding the date upon which payment is made.

  • Purchase Price and Payment Terms The purchase price for all the Assets is as follows, $2,000,000 worth of Companies restricted shares at closing by issuing 2,000,000 shares of pre reverse, CRT stock.

  • Aggregate Purchase Price The aggregate purchase price for the Notes (the “Aggregate Purchase Price”) shall equal the result of (x) divided by (y), where (x) equals the Aggregate Principal Amount and (y) equals 1.25. Each date upon which a Closing occurs is a “Closing Date”.

  • AMOUNT AND PAYMENT OF PURCHASE PRICE The total consideration and method of payment thereof are fully set out in Exhibit "A" attached hereto and made a part hereof.

  • Price and Payment The price of each Provisioning Item repurchased by Boeing pursuant to this Article 6 will be an amount equal to 100% of the original invoice price thereof except that the repurchase price of Provisioning Items purchased pursuant to Article 3.2.2 will not include Boeing’s 12% handling charge. Boeing will pay the repurchase price by issuing a credit memorandum in favor of Customer which may be applied against amounts due Boeing for the purchase of Spare Parts or Standards.

  • Cash Purchase Price The term "Cash Purchase Price" shall have the meaning set forth in Section 2.3(a).

  • Purchase Price and Closing Subject to the terms and conditions hereof, the Company agrees to issue and sell to the Purchasers and, in consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the Purchasers, severally but not jointly, agree to purchase the Units for an aggregate purchase price of up to $10,000,000 (the “Offering Amount”), at a per Unit purchase price of $4.00 per Unit (the “Purchase Price”). The closing of the purchase and sale of the Units to be acquired by the Purchasers from the Company under this Agreement shall take place at the offices of Xxxxxx & Jaclin, LLP, 000 Xxxxx 0 Xxxxx, Xxxxx 000, Xxxxxxxxx, XX 00000 (the “Closing”). Subject to the terms and conditions set forth in this Agreement, the date and time of the Closing shall be the Closing Date (or such later date as is mutually agreed to by the Company and Newbridge Securities Corporation (the “Placement Agent”)), provided, that all of the conditions set forth in Article IV hereof and applicable to the Closing shall have been fulfilled or waived in accordance herewith (the “Closing Date”). Subject to the terms and conditions of this Agreement, at the Closing the Company shall deliver or cause to be delivered to each Purchaser (x) a certificate for the number of Preferred Shares set forth opposite the name of such Purchaser on Exhibit A hereto, (y) its Warrants to purchase such number of shares of Common Stock as is set forth opposite the name of such Purchaser on Exhibit A attached hereto and (z) any other documents required to be delivered pursuant to Article IV hereof. At the Closing, each Purchaser shall deliver its Purchase Price by wire transfer to the escrow account pursuant to the Escrow General Agreement (as hereafter defined).

  • Purchase Price; Allocation of Purchase Price (a) Subject to the terms and conditions of this Agreement, the purchase price for the Interests and the Purchased Assets (other than the Specified OUS Assets) (such amount, the “Purchase Price”) is payable as follows:

  • Purchase Price; Payment of Purchase Price In addition to the Assumed Liabilities described below, the aggregate consideration for the Subject Assets (the “Purchase Price”) shall be the amount equal to: $2,000,000. The Purchase Price shall be subject to adjustment as set forth in Section 1.7 below as so adjusted.

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