Consideration for Assignment. In consideration for the rights which Assignee shall receive pursuant to this Assignment: (a) Empyrean Diagnostics, Ltd, shall transfer to Assignor one hundred thousand (100,000) shares of its restricted common stock (the "Stock"); and (b) Assignee shall pay to Assignor five percent (5%) of all net sales of the products in Canada pursuant to the Distribution Agreement. Royalties to be paid quarterly, 30 days after the end of each quarter. "Net sales" shall be defined as the total gross sales of the products to be sold pursuant to the Distribution Agreement at the invoice selling price, net of normal and reasonable cash, trade and quantity discounts and returns for credit, and without deductions for costs incurred in manufacturing, selling, distributing or advertising or for uncollectible accounts.
Consideration for Assignment. In consideration for the assignment of the rights of Optron, Xxxxxxxx and US Nuclear to Xxxxxxxxx under the SPA, Xxxxxxxxx had agreed to perform the respective duties and obligations of Optron, Xxxxxxxx and US Nuclear under the SPA. The Parties acknowledge that the consideration was sufficient and adequate, and performed by the Parties with no qualification or objection.
Consideration for Assignment. Assignor and Assignee represent and warrant that there are no additional payments of rent or any other consideration of any type which has been paid or is payable by Assignee to Assignor in connection with the Assignment.
Consideration for Assignment. The Assignee agrees to pay Global Trading Associates for the remaining balance owed on the Purchase Order for the manufacturing and delivery of the remaining Five Thousand (5,000) Frostmourne Swords the total amount due and payable is $296,218.25 in the following payment schedule as follows:
(i) $59,305.00 of Purchase Order #0001of Swords on 6/19/08; (ii) $59,305.00 of Purchase Order #0001 of Swords on 6/27/08; (iii) $59,305.00 of Purchase Order #0001 of Swords on 7/11/08; (iiii)59,305.00 of Purchase Order #0001 of Swords on 7/25/08; (iiiii)58,998.25 of Purchase Order #0001 of Swords on 8/14/08; All payments shall be made in the proportion, and to the accounts, shown on Schedule A. Upon execution of this Assignment Agreement Avante Holding Group, Inc. hereby is solely responsible for the full payment outstanding balance of the above mentioned Purchase Order. The exchange rate will fluctuate with each payment, which Avante Holding Group, Inc. will be responsible for, but will be reduced from the Avante-Organa line of credit.
Consideration for Assignment. At COMPANY’s option the COMPANY may pay LICENSOR for the execution and delivery of the ASSIGNMENT of the PATENT RIGHTS, under SECTION 2.
Consideration for Assignment. In partial consideration of Assignor's agreements and covenants contained herein, Assignee shall execute and deliver to the Assignor concurrently
Consideration for Assignment. In consideration for the Acquired Royalty Payments, on the Closing Date:
(a) Assignee shall, and subject to the Closing hereby does, fully and finally release and discharge Assignor from its obligation to pay the Minimum Royalty Payments to Assignee under the First Agreement as of the Effective Date; and
(b) Assignee shall, and subject to the Closing hereby does, fully and finally release and discharge Nanogen from its obligations under the First Agreement as of the Effective Date.
Consideration for Assignment. In consideration for the assignment of the License Agreement, CEII hereby issues to Assignor 1,000,000 shares of CEII’s common stock, $.001 par value (the “Shares”), and a three-year warrant exercisable for 2,400,000 shares of common stock exercisable at $1.00 per share (the “Warrant”). The form of Warrant is annexed hereto as Exhibit B. The Shares and the Warrant are hereinafter sometimes collectively referred to as the “Securities.” Assignor acknowledges that the Securities are restricted securities, that it is acquiring the Securities for investment purposes and that it has the sophistication and financial resources to assume the risk of an investment in the Securities of CEII. The parties agree that subject to compliance with applicable securities laws, the Assignor may assign all or a portion of the Securities to its shareholders provided, however, no assignment of the Securities may be made unless such shareholders agree to provide CEII with an appropriate investment letter and any other documents that may be required by CEII for purposes of complying with such securities laws.
Consideration for Assignment. In addition to the mutual covenants of the parties contained herein, as consideration of the Assignment by the Authority, the County agrees to reimburse the Authority for its actual costs incurred to investigate the condition of the Property and perform other matters of due diligence relating to the acquisition of the Property. Such reimbursement shall only be paid to Authority upon presentation of detailed invoices evidencing the costs incurred and shall in no event exceed $95,000. The amount identified as a reimbursement includes the deposit the Authority has previously made into escrow. The reimbursed amount can be paid upon approval of the Assignment and is not contingent upon close of escrow with the seller.
Consideration for Assignment. 5.1 In consideration of the assignment and transfer of the Licensed Technology, Forbes shall deliver to UBC the sum of U.S. $83,000, payable in two tranches as follows:
(a) within 5 business days of the date on which the refundable up-front payment made by ****** to Forbes pursuant to section 4.1.1 of the ****** ****** becomes non-refundable pursuant to that section, the sum of U.S. $8,700, calculated as a combination of:
(i) 2,650 common voting shares of Forbes, and
(ii) the balance to be payable to UBC in cash;
(b) on the Closing Date, the sum of U.S. $74,300, also calculated as a combination of:
(i) 22,350 common voting shares of Forbes, and
(ii) the balance of to be payable to UBC in cash. For the purpose of determining the amount of the cash payment due to UBC under Article and above, the common voting shares of Forbes to be issued to UBC shall be valued at a price per share equal to the average daily closing price of Forbes’ common voting shares on the Toronto Stock Exchange ("TSX") for the 20 consecutive trading days prior to the date of the applicable payment, or if not so listed on the TSX, then the fair market price of the common voting shares as valued in the most recent arms-length equity sale by Forbes of 10,000 or more shares of its common voting stock. For greater clarity it is confirmed that, notwithstanding the forgoing valuation method, the value of the 2,650 common trading shares issued to UBC under Article shall not under any circumstances be deemed to exceed the sum of US $4,350; and the value of the 22,350 common trading shares issued to UBC under Article shall not under any circumstances be deemed to exceed the sum of US $37,150.
5.2 Neither all, nor any portion, of the shares issued to UBC or cash paid to UBC under Article 4.2(a) or 4.2(b) above shall be refundable or returned to Forbes under any circumstances; provided, however, that in the event that the AD/ADD Agreement is not terminated by reason that ****** fails to exercise its right to obtain a transfer of the Technology, then if the 2,650 common voting shares of Forbes shall have then been issued to UBC pursuant to Article hereof, such shares shall be deemed to have been issued to UBC pursuant to the terms of the AD/ADD License Agreement with the result that Forbes’ obligation to issue 25,000 common shares to UBC under section 3.5 of the AD/ADD License Agreement shall be reduced to 22,350 common shares.
5.3 The common voting shares to be issued to UBC in accordance with Arti...
