Closing Purchase Price Payment. That portion of the Purchase Price for each Lot that is identified as the Closing Purchase Price Payment in Section 2 above shall be paid by Purchaser to Seller at the Closing of the applicable Lot.
Closing Purchase Price Payment. Seller shall have received the Closing Purchase Price Payment from Purchaser.
Closing Purchase Price Payment. (i) At the Closing, in exchange for the Contributed Shares, Holdings shall issue to the Sellers (and SAFE Note holders of the Company), in accordance with the allocation of the Closing Rollover Shares on Exhibit A, 1,900,000 shares (the “Closing Rollover Shares”) of Class A Common Stock of Holdings, par value $0.0001 (“Common Stock”). The number of Closing Rollover Shares shall be equal to an aggregate amount to be calculated as follows: (A) 1,900,000 shares, minus (B) the amount of the adjustment calculated pursuant to Section 2.2(c)(ii) and minus (C) the amount of the adjustment calculated pursuant to Section 2.2(c)(iii) and minus (D) the amount of the adjustment calculated pursuant to Section 2.2(c)(iv).
Closing Purchase Price Payment. The Closing Purchase Price Payment shall be paid by Buyer to Seller in accordance with written instructions delivered by Seller to Buyer prior to the Closing Date.
Closing Purchase Price Payment. On the Closing Date, and upon the terms and subject to the conditions contained herein, Purchaser shall (i) deposit Seven Million One Hundred Thousand Dollars ($7,100,000) (the “Indemnification Escrow Amount”) with the Escrow Agent subject to the terms and conditions of the Indemnification Escrow Agreement, and (ii) pay Sixty-Three Million Nine Hundred Thousand Dollars ($63,900,000) less the Closing Date Payments (as set forth in
Closing Purchase Price Payment. At the Closing, the Buyer shall issue to the Principal Seller the Specified Buyer Common Stock, and pay to the Principal Seller (for its own benefit and for the benefit of the other Seller Party) by wire transfer of immediately available funds to the account designated in writing by the Principal Seller (which account shall be so designated at least two Business Days prior to the Closing Date) an aggregate amount (such aggregate amount, the “Closing Cash Purchase Price”) equal to (i) $135,000,000; minus (ii) an amount equal to the Estimated Closing Indebtedness; minus (iii) an amount equal to the Estimated Transaction Expenses; minus (iv) the Purchase Price Escrow Amount; minus (v) the Indemnification Escrow Amount; plus (vi) the Approved New Frac Fleet Amount, if any; plus (vii) the Reimbursed CapEx Amount, if any, and either plus (viii) the amount equal to the Estimated Working Capital Excess, if any or minus (ix) the amount equal to the Estimated Working Capital Deficit, if any.
Closing Purchase Price Payment a. The closing of each sale and purchase of Motor Vehicle Retail Instalment Sales Contracts must occur on a business day agreed to by Buyer and Seller (the "Closing Date").
Closing Purchase Price Payment. Subject to Section 2.6, the Closing Purchase Price Payment shall be paid on Closing as follows:
(a) as to $100,000,000, in accordance with section 2(x) of the OPG Heads of Agreement;
(b) as to $100,000,000 (the “Safety and Performance Pool Trust Amount”), by deposit to a trustee pursuant to the Safety and Power Performance Pool Escrow Agreement as contemplated by section 2(xi) of the OPG Heads of Agreement;
(c) as to $20,000,000 (the “Claims Holdback”), by deposit to an account as set out in Section 2.5; and
(d) as to the balance, in cash at Closing by wire transfer to such account as may be specified by XXXXX in writing and approved in writing by the DTI in each case by notice to the Investors not less than two Business Days prior to the Closing Date; provided that, if the Purchase Price has been reduced pursuant to Section 2.2(c)(v), the Investors shall cause AcquisitionCo at Closing to acquire on a dollar-for-dollar basis, or fund the repayment at Closing of, the amount of Intercompany Debt deducted from the Purchase Price pursuant to Section 2.2(c)(v) provided that arrangements have been put in place for (i) such acquisition or repayment of the Intercompany Debt on Closing without penalty or costs, including any applicable Taxes, in addition to the amounts set out in Schedule E, and (ii) the payment or repayment of the Intercompany Debt to be made into an account specified by BE or XXXXX and approved in writing by the DTI.
Closing Purchase Price Payment. Buyer shall have paid to Cenveo Corp an amount in cash equal to the Closing Purchase Price by wire transfer of immediately available funds to a bank account specified in writing by Cenveo Corp.
Closing Purchase Price Payment. The Closing Purchase Price Payment shall have been received by the Seller in accordance with Section 2.3(b)(i).
