Closing and Consideration. 3.1 Upon execution and delivery of this Agreement, the Buyer shall pay to the Seller in immediately available funds the sum of Ten Million Dollars ($10,000,000.00) as consideration for the purchase and delivery of the Volume A Gas over the term of this Agreement (the "Initial Prepayment").
3.2 At Seller's sole discretion, Seller may, at any time after execution of this Agreement, upon two (2) business days written notice to Buyer, require Additional Prepayments from Buyer by posting a letter or letters of credit as described below and in a form acceptable to Buyer, and Buyer shall pay to Seller in immediately available funds, within ten (10) business days of the posting of such letter or Letters of Credit, the amounts so designated as Additional Prepayments for the gas to be delivered pursuant to this Agreement:
(1) Seller may post an irrevocable letter of credit in the amount of Ten Million Dollars ($10,000,000.00), at Seller's sole expense and Buyer will prepay Ten Million Dollars ($10,000,000.00) to Seller (the "First Additional Prepayment"). At Seller's option, the First Additional Prepayment may be secured by two (2) letters of credit in the amount of Five Million Dollars ($5,000,000) each.
(2) At any time after the making of the First Additional Prepayment, or simultaneously therewith, Seller may post an additional Ten Million Dollars ($10,000,000.00) irrevocable letter of credit, the reasonable cost of which shall be reimbursed to Seller by Buyer, and Buyer will prepay an additional Ten Million Dollars ($10,000,000.00) to Seller (the "Second Additional Prepayment"). The letters of credit referenced in Section 3.2(i) and (ii) above are sometimes collectively referred to herein as the "Letters of Credit." The Letters of Credit (or any of them) shall be proportionately reduced by an amount equal to the Contract Price for the volumes of gas delivered by Seller to Buyer hereunder, as such deliveries are made.
Closing and Consideration. 11 3.1 Closing....................................................11 3.2 Stock Consideration........................................11
Closing and Consideration. The Closing of the transactions provided herein (the "Closing") shall take place on or before April 30, 2005 (the "Closing Date"). The Closing shall take place at the offices of Couzens, Lansky, Fealk, Ellis, Xxxxxx & Xxxxx, P.C., Farmington Hills, Michigan, and shall be effective as of the opening of business on the Closing Date.
Closing and Consideration. 1.1 The closing of the transactions contemplated by this Agreement (the “Closing”) shall be contingent upon the simultaneous closing of the transactions contemplated by the Asset Purchase Agreement.
1.2 As consideration for Petronijevic’s agreements set forth herein, the Purchaser shall enter into the Asset Purchase Agreement with Seller and Petronijevic, which Asset Purchase Agreement includes payments for Personal Goodwill and certain non-compete covenants.
Closing and Consideration. 3.1 Closing. The closing (the "Closing") shall take place at 3:00 p.m., Pacific Standard Time, on May 6, 2004 at the offices of Yocca Patch & Yocca, LLP, 00000 XxxXxxxxx Xxxxxxxxx, Xxxxx 000, Xxxxxx, Xxxxxxxxxx 00000 or at such other time, date and place as the Buyer and the Company may agree in writing. The Closing shall be deemed effective as of 12:01 a.m., Pacific Standard Time. The date on which the Closing takes place shall be the "Closing Date."
Closing and Consideration. Close of sale and completion of all conveyances and transfers contemplated by this Agreement shall occur on or before the day of _, 2017. (Hereinafter “Closing”). The City’s prior contributions of resources to the operation of the Snobowl, receipt and performance of which are hereby acknowledged, constitute adequate and full consideration to the County for the conveyances and transfers of real and personal property described in this Agreement. County and City shall execute all documents necessary to effectuate this Agreement. Further conditions of Closing are as follows:
Closing and Consideration. The closing of this agreement occurs when it is signed by all parties (“closing”). The assignment of the properties and rights contemplated herein shall occur on July 1, 2007. All assignment documents shall be held by Assignor/Operator’s attorney and delivered to Assignee simultaneously with the final payment of the total purchase price as contemplated in Paragraphs 6 and 7 of this agreement.
Closing and Consideration. Upon the terms and subject to the conditions contained herein: (a) Seller shall sell to Purchaser, and Purchaser shall purchase from Seller, the Company Shares; and (b) as consideration for the Company Shares, Purchaser shall issue to Seller the Purchaser Shares. Such transactions shall take place remotely at a closing (the “Closing”) on the date hereof by the electronic exchange of documents and signatures, or at such other time or on such other date or at such other place as Seller and Purchaser may mutually agree upon in writing (the day on which the Closing takes place being the “Closing Date”).
Closing and Consideration