Consideration for the Shares. The Investor shall pay the Purchase Price of the Shares purchased by him hereunder from the Escrow Agent in full at the Closing referred to in Article IV by check or by wire transfer to accounts designated in writing by the Escrow Agent.
Consideration for the Shares. Each of the Purchasers shall have paid the purchase price of the Purchased Shares to be purchased by such Purchaser in full at the Closing either by certified check or by wire transfer of immediately available funds to an account designated in writing by the Company.
Consideration for the Shares. Subject to the terms and conditions of this Agreement and in full consideration of the sale and issuance of the Shares, Purchaser shall receive One Dollar ($1.00) as payment (the “Purchase Price”) on the Closing Date for the Shares. PMG shall advance the Purchase Price to Purchaser, for Purchaser’s payment to Seller of such Purchase Price.
Consideration for the Shares. 3.1 The total consideration for the Shares (the “Purchase Price”) is:
(a) £9,096,652.35 (the “Cash Consideration”);
(b) the Completion Consideration Shares to be issued by Blink to the Sellers on Completion in their Respective Proportions to be issued in accordance with clause 3.3; and
(c) the Earn-Out Consideration Amount (if any) which shall be satisfied by way of the issuance of Earn-Out Consideration Shares by Blink to the Sellers in their Respective Proportions in accordance with clause 5 and Schedule 10.
3.2 Subject to the conditions of this Agreement:
(a) an amount equal to £8,556,031.52 (being the Cash Consideration less the aggregate of the Escrow Amount, the Option Withheld Amount and the M Bull and T Mxxxxxx Proceeds) shall be paid by the Buyer to the Sellers on Completion in their Respective Proportions in accordance with clause 30 and the terms of the Undertaking;
(b) the Escrow Amount shall be paid on Completion by the Buyer into the Escrow Account in accordance with the terms of the Undertaking; and
(c) the Option Withheld Amount to be paid on Completion by the Buyer to the Company in accordance with the terms of the Undertaking; and
(d) the M Bull and T Mxxxxxx Proceeds to be paid on the Completion Date by the Buyer to the Company in accordance with the terms of the Undertaking; and
(e) Blink shall instruct the Transfer Agent to issue the Escrow Shares to the US Escrow Agent within five Business Days of Completion and the Escrow Shares shall be withheld from being part of the Completion Consideration Shares in accordance with Schedule 8; and
(f) Blink will instruct the Transfer Agent to issue the Completion Consideration Shares (less the Escrow Shares) to the Sellers in their Respective Proportions within five Business Days of Completion.
3.3 It is expressly acknowledged by the parties that:
(a) the number of the Completion Consideration Shares to be issued will be calculated based on the GBP/USD Exchange Rate on the Completion Date; and
(b) the number of Completion Consideration Shares to be received by the Sellers will be calculated based on the dollar volume-weighted average price for Blink common stock on The Nasdaq Capital Market during the 30 consecutive trading days up to and including the Completion Date (for each day, beginning at 9:30:01 a.m., Eastern time, and ending at 4:00:00 p.m., Eastern time) as calculated as at the Completion Date.
3.4 In the event that, as at the Completion Date, the Consideration Shares would equal or exc...
Consideration for the Shares. The aggregate purchase price payable by Buyer for the Shares shall be $210,000,000 in cash, plus the consolidated amount (the "Cash Amount") of cash and cash equivalents held by the Company and its Subsidiaries calculated as of the Closing, less any outstanding indebtedness or other liabilities for borrowed money of the Company and its Subsidiaries ("Indebtedness") not repaid prior to or in connection with the Closing (the "Purchase Price"). The "Cash Amount" and "Indebtedness" shall be
Consideration for the Shares. The Purchaser’s total purchase price for the Shares and the Warrants is the Subscription Amount.
Consideration for the Shares. The Grantee and the Company hereby acknowledge, as evidenced by their signatures hereto, that (a) the consideration for the Shares is fair, equitable and valid; and (b) the Company’s common shares are subject to market forces which will result in variances in the value thereof, which variances may be significant.
Consideration for the Shares. (a) Subject to the adjustments in Section 2.3(b), the aggregate consideration (the “Purchase Price”) for the Shares will be (i) $9,600,000 in cash and (ii) the assumption by Buyer of the Assumed Liabilities pursuant to Section 2.2. The Purchase Price shall be allocated to the Shares as set forth on Schedule B hereto.
Consideration for the Shares. The aggregate consideration to be paid by Purchaser for the Shares shall be U.S. $41,667,000 (the "Estimated Purchase Price"), plus or minus the Post-Closing Adjustment (as defined below), if any. Such consideration shall be paid in the manner and at the times set forth in Sections 1.3 and 1.4.
Consideration for the Shares. The consideration to be given by Buyer for the transfer and sale of the Shares shall be Buyer's agreement to assume the Assumed Liabilities as set forth in Section 2.03 hereof.
