Cash Payments at Closing. At Closing, Company and/or the Stockholders shall pay the amount of the Investigation Costs not to exceed $15,000 either directly to the provider of such investigation services or, upon presentation of documentation evidencing payment thereof by KRM Fund, KRM Fund as reimbursement for the payment of the Investigation Costs (such sum being referred to herein, as the "Company Closing Payment"). At Closing, the Deposits made under Section 1.9 shall be paid or credited to Keating Securities, LLC ("Kexxxxx") in partial payment xx xxx reverse merger fees under the Financial Advisory Agreement ("Buyer Closing Payment").
Cash Payments at Closing. Executive shall be entitled to a lump sum cash payment pursuant to the termination of the Executive's Employment Agreements with the Company and the Company Bank. For purposes of Executive's Employment Agreement with the Company Bank, Executive shall be deemed to have terminated after a Change in Control and shall receive the payments and benefits determined under Section 5(vii) of the Executive's Employment Agreement with the Company Bank ("Severance Payment"). Executive shall also be entitled to a payment under Section 5 of Executive's Employment Agreement with the Company ("Gross Up Payment"). The Executive shall receive the Executive's base salary payments through the Effective Time of the Merger, and shall receive a pro rata payment under the Management Incentive Plan for the year of the Merger. Executive will also be entitled to receive a payout, as of the date on which his employment actually terminates, of any accrued paid time off. The amount of the Severance Payment, to be paid to Executive at the Effective Time, shall be equal to the amount determined under Section 5(vii)(A) of his Employment Agreement with the Company, and the amount of the Gross Up Payment, also to be paid to the Executive at the Effective Time, shall be equal to the amount determined under Section 5 of the Executive's Employment Agreement with the Company. Such amounts will be determined prior to the Effective Time by the Company's accountants with the concurrence of the Acquiror, in the manner specified in the Employment Agreement with the Company Bank. Based upon the information provided by the Company to the Acquiror and calculations performed by the Company's accountants, and subject to verification of the correctness of such information and calculations and to concurrence by the Acquiror in the methodology of calculations relating to IRC ss.280G, it is currently expected that the amount of the Severance Payment will be approximately $790,403 and the amount of the Gross Up Payment will be approximately $571,130. Such estimates are based on, among other things, the assumptions that: (i) the present value, for IRC ss.280G purposes, of Executive's car allowance and medical and dental insurance will be $81,014, (ii) the present value, for IRC ss.280G purposes, of the value of the acceleration of stock options held by the Executive will be $98,943; and (iii) the present value, for IRC ss.280G purposes, of the acceleration of Executive's SERP benefits will be $367,449. The amou...
Cash Payments at Closing. At Closing, the Affiliated Companies shall pay, on behalf of Qorus, $360,000 in partial payment of the reverse merger fees under the Financial Advisory Agreement (such sum being referred to herein, as the "Company Closing Payment") to Keating Securities, LLC ("Keatixx Xxxxrities"). The Affilxxxxx Xompanies shall pay, on behalf of Qorus, the sum of $80,000 as the final payment of the reverse merger fees in accordance with the terms of the Financial Advisory Agreement.
Cash Payments at Closing. On the Closing Date, the Buyer will distribute the Base Cash Price and other cash consideration in accordance with Sections 1.8(e) and 1.8(f) by wire transfer to an account specified by Hendry, Stoner, DeLancett & Xxxxx, P.A., as escrow agent for the Equity Holders.
Cash Payments at Closing. At Closing, the Affiliated Companies shall pay, on behalf of Purezza, the reverse merger fees of $400,000 under the Financial Advisory Agreement (such sum being referred to herein, as the "Company Closing Payment") to Xxxxxxx Securities, LLC ("Xxxxxxx Securities").
Cash Payments at Closing. Parent and Company hereby acknowledge Company’s prior payment to Parent of a $40,000 deposit (“Deposit”). At Closing, the Company shall pay to Kxxxxxx the reverse merger fees of $340,000 under the Financial Advisory Agreement less the amount of the Deposit (such sum being referred to herein, as the "Company Closing Payment"). At Closing, the Deposit shall be paid to Kxxxxxx by Parent in partial payment of the reverse merger fees under the Financial Advisory Agreement (“Parent Closing Payment”).
Cash Payments at Closing. At the Closing, the Purchaser will make or cause to be made the Base Cash Purchase Price by wire transfer to the Seller.
Cash Payments at Closing. Parent shall have (i) satisfied the Compensation Obligations and Other Company Obligations payable in cash at Closing, which shall not exceed $4,800,000, and (ii) delivered all amounts payable in cash at Closing pursuant to the Note Repayment Agreements as set forth in the Final Conversion Schedule.
Cash Payments at Closing. At Closing, the Affiliated Companies shall pay, on behalf of Applied Spectrum, $395,000 in full payment of the reverse merger advisory fees under the Financial Advisory Agreement (such sum being referred to herein, as the “Company Closing Payment”) to Kxxxxxx Securities, LLC (“Kxxxxxx Securities”).
Cash Payments at Closing. At Closing, the Affiliated Companies shall pay, on behalf of Cyber, $450,000 in full payment of the reverse merger advisory fees under the Financial Advisory Agreement (such sum being referred to herein, as the "Company Closing Payment") to Kxxxxxx Securities, LLC (“Kxxxxxx Securities”).
