Closing Cash Payment Sample Clauses
Closing Cash Payment. At Closing, Purchaser shall make a cash payment of Fifty Five Million Dollars ($55,000,000) (the “Closing Cash Payment”) by wire transfer of immediately available funds to a bank account in the United States identified by Seller to Purchaser in writing at least two (2) Business Days prior to the Closing Date (the “Seller Bank Account”).
Closing Cash Payment. The balance of the Purchase Price remaining after credit for the Deposit and adjustments for Buyer's share of proration, costs and other amounts expressly set forth in this Agreement shall be paid by Buyer by wire transfer of immediately available funds into Escrow on the Closing Date.
Closing Cash Payment. (a) For purposes of Closing, the Member Representative has delivered to Buyer a statement in form and substance reasonably acceptable to Buyer (the “Closing Estimated Statement”) setting forth the Company’s good faith estimate of: (i) the estimated Working Capital as of the Calculation Time (the “Estimated Working Capital”); (ii) (A) the amount, if any, by which the Estimated Working Capital is greater than the Working Capital Target, or (B) the amount, if any, by which the Working Capital Target is greater than the Estimated Working Capital (as applicable, the “Estimated Working Capital Adjustment”); (iii) the estimated amount of Indebtedness of the Company Group as of the Calculation Time (the “Estimated Indebtedness”); (iv) the estimated amount of Transaction Expenses of the Company Group as of the Calculation Time (the “Estimated Transaction Expenses”); and (v) the estimated amount of Cash of the Company Group as of the Calculation Time (the “Estimated Cash”), together with all backup and supporting materials reasonably requested by Buyer relating to such estimates. The “Closing Cash Payment” shall be a Dollar amount equal to the Closing Cash Amount, plus or minus the Estimated Working Capital Adjustment (as applicable), minus the Estimated Indebtedness, minus the Estimated Transaction Expenses, plus the Estimated Cash; provided, that the aggregate adjustments to the Closing Cash Amount pursuant to this sentence shall not, collectively, have an absolute value of greater than $1,000,000.00; and provided, further, that the Closing Cash Payment shall be subject to adjustment as set forth in Section 2.7.
Closing Cash Payment. One Million Five Hundred Thousand Dollars ($1,500,000) less the Escrow Funds in accordance with Section 6.4 hereof, payable in cash at the Effective Time via wire transfer in accordance with Section 2.6(b); and
Closing Cash Payment. The Aggregate Purchase Price due at Closing and provided evidence thereof reasonably satisfactory to the Company.
Closing Cash Payment. Purchaser shall deliver to Seller at the -------------------- Closing in partial payment for the termination of the Original Agreement (the "Fee") and the sale, assignment, conveyance, transfer and delivery of --- the Assets and the Marketing Books and Records, immediately available funds in the amount of Five Million Dollars ($5,000,000.00);
Closing Cash Payment. 3.2(b)(iii) Closing Date Cash Amount........................................................... 3.2(b)(i) Closing Statement .............................................................................3.2(b) Commitment Fee ....................................................................................3.1
Closing Cash Payment. The balance of NetREIT's Cash Contributions to the Partnership's Capital as required by Section 2.2 remaining after deduction for the Deposit and as adjusted by any prorations and credits expressly provided in this Agreement shall be paid by NetREIT by wire transfer of immediately available funds into the Escrow Account on the Closing Date, as provided in Section 4.4.2(a).
Closing Cash Payment. The balance of the Purchase Price remaining after credit for the Deposit and adjustments for Buyer’s share of proration, costs and other amounts expressly set forth in this Agreement shall be deposited by Buyer with Escrow Holder by wire transfer of immediately available funds into Escrow by 9:00 a.m. Central Time on the Closing Date.
Closing Cash Payment. At Closing, Buyer shall pay the Closing Cash by wire transfer of immediately available funds as follows:
(i) $940,000 to the account of Seller provided to Buyer in writing; and
(ii) $310,000 (the “Escrowed Closing Cash”) to the account of the Escrow Agent provided to Buyer in writing. The Escrowed Closing Cash shall be held by the Escrow Agent subject to the terms of the Escrow Agreement, and shall provide for (without limitation) the release from the Escrowed Closing Cash of the following amounts: (A) $100,000 to be applied to fund or reimburse bonuses paid or to be paid to continuing employees of Target within 180 days, with the first $25,000 thereof to be so released within 90 days and the remaining $75,000 thereof to be so released with 180 days, in each case upon the sole instruction of the Buyer; (B) $60,000 will be retained as Escrowed Closing Cash for the purpose of pending vendor liabilities (“Vendor Liability Escrow”), see below for more information; and (C) the remaining $150,000 to be held in such escrow for an additional 270 days following the closing in order to secure Buyer’s indemnification under Section §8A, at which time such remaining Escrowed Closing Cash shall be released to Seller (unless and to the extent that Buyer shall have previously made a written claim for indemnification under such Section §8A pursuant to §11(h) below and such claim remains outstanding). The Vendor Liability Escrow will be released by the Escrow Agent on September 30, 2023 on receipt of the Release Notice providing that the Buyer has received from the Seller such documentation that is reasonably satisfactory to the Buyer that all outstanding vendor bills as of the date of the closing shall have been paid. In the event that Xxxxx is not satisfied that all such outstanding vendor bills have been paid, the Escrow Agent will release only such portion of the Additional Escrow Closing Cash as relates to the outstanding vendor bills that have been paid in full. However, the Escrow Agent will continue to hold in the Escrow Account such amount of the Additional Escrow Closing Cash as relates to one (1) months’ worth of vendor outstanding bills for each such vendor that has not been paid in full.