Application of Purchase Price. In the event that you are in breach of your Covenants or you repudiate this Contract that part of the Purchase Price and any other monies paid by you to us under this Contract amounting in the aggregate to:
9.3.1 up to 10% of the Purchase Price, will be forfeited to and retained by us; and
9.3.2 in excess of 10% of the Purchase Price, will be held by us pending the exercise of our Remedies.
Application of Purchase Price. The Purchase Price shall be applied by the Company in the manner set out in Schedule 3 to the Participation Agreement.
Application of Purchase Price. Upon receipt by First Union from Borrower of the Purchase Price paid by any Purchaser for a Mortgage Note, First Union will apply the same in reduction of the outstanding balance of the Loan. First Union agrees to release to Borrower any portion of the Purchase Price paid by the Purchaser in excess of the amount advanced by First Union for such Mortgage Note, unless an Event of Default under Section 9.1 has occurred and is continuing.
Application of Purchase Price. The Seller acknowledges and agrees that it will not own, directly or indirectly, any shares, equity interest or securities of the Company after the consummation of the transactions contemplated by the Spin-Off Agreement dated the date hereof, by and among the Company and DKTI (the “Spin-Off Agreement”).
Application of Purchase Price. The purchase price paid to the Defaulting Member for its Offered Interest pursuant to this Article 15 and pursuant to the Sale Procedure shall be deemed to be applied in the following order of priority:
(a) firstly, as payment to the Company of all accrued but unpaid interest on a Payment Default, if any, in accordance with Section 8.2;
(b) secondly, as payment to the Non-Defaulting Member of all unpaid Cover Payment Loans or other contributions not otherwise paid or recovered under this Agreement together with all accrued and unpaid interest thereon in accordance with Section 15.3(a)(ii);
(c) thirdly, to reimburse the Non-Defaulting Members for any costs associated with the purchase of the Defaulting Member's Offered Interest incurred by the Non-Defaulting Members; and
(d) fourthly, the balance (if any) shall constitute consideration for the Offered Interest so purchased.
Application of Purchase Price. Notwithstanding anything in this Agreement to the contrary, Seller and Purchaser agree that the Cash Purchase Price (as adjusted as provided in Section 3.1.1) less $15,000,000, shall be paid to Securities Sellers, on behalf of Seller, in connection with the closing of the acquisition of the Equity Interests in Owners and shall be applied against the purchase price due Securities Sellers thereunder. Furthermore, Seller and Purchaser agree that the $15,000,000 from the Deposit shall be applied against the Purchase Price but shall be paid at Closing to Operating Landlords to be used and applied towards the Security Deposits (as defined in the Leases) under the Leases.
Application of Purchase Price. Upon receipt of the Purchase Price, Sellers shall be obligated to (i) cure the defaults under the Assumed Contracts arising or existing prior to the Closing Date as set forth on Schedule 3.3 hereto and (ii) at such time as Sellers are obligated to do so under applicable bankruptcy law, pay all post-petition expenses of the Sellers, including fees of the Escrow Agent under the Escrow Agreement and Construction Escrow Agreement and any taxes or other expenses relating to this Agreement.
Application of Purchase Price. GTAX agrees that the Balance shall be paid to First Union to retire its debt and then to Travelers to retire its debt. Any remaining Balance shall be retained by GTAX for general corporate purposes. GTAX agrees to use commercially reasonable efforts to have First Union remove Xxxxxx Xxxxxxxxx from his personal guarantee. GTAX will provide Xxxxxx Xxxxxxxxx with monthly reports delineating the status of the First Union and Travelers loans and copies of any correspondence between GTAX and First Union or Travelers regarding the status of the loans, unless such correspondence is confidential and not permitted to be disclosed. Such monthly reports shall include sufficient detail to support the calculations relating to the debt covenants. After the Closing, GTAX and the Xxxxxxxxx Group will attempt to obtain refinancing of the First Union and Travelers loans. GTAX agrees that the Xxxxxxxxx Group will be compensated for their efforts or introductions in a commercially reasonable manner (ie. the Xxxxxx formula) if any refinancing obtained by or otherwise referred to GTAX by the Xxxxxxxxx Group closes; provided that the refinancing is with a third party whom GTAX was not in discussions with at the time the refinancing was obtained, or the introduction was made, by the Xxxxxxxxx Group.
Application of Purchase Price. Each Seller (except Xxxxxxx Xxxxxxxxx) acknowledges and agrees that: (i) it will not own, directly or indirectly, any shares, equity interest or securities of Steampunk Malta after the consummation of the transactions contemplated by the Spin-Off Agreement dated the date hereof, by and among the Company, Steampunk Malta, Praefidi Holdings Limited and Xxxxxxx Xxxxxxxxx (the “Spin-Off Agreement”); (ii) that the Purchase Price will entirely be used to pay liabilities of the Company and of Steampunk Malta, and (iii) that it will not actually receive any portion of the Purchase Price.
Application of Purchase Price. On the Closing Date, Seller may use any portion of the Purchase Price to satisfy obligations of Seller to creditors, vendors or suppliers which are not to be assumed by Purchaser, to obtain the release of liens on the Assets or to the extent such vendors or suppliers would or could have claims against the Assets under the laws of the State of Tennessee, including, without limitation, any claim under any applicable Bulk Sales Act, if not paid in full upon the consummation of the transaction described herein.
