Consideration; Purchase Price. The purchase price (the “Purchase Price”) for the Property shall be One Hundred Forty-Five Thousand and No/100 Dollars ($145,000.00) and shall be paid to Seller either in cash or, at Seller’s option, by wire transfer of funds at Closing (as defined below). In consideration for Seller’s conveyance of the Property to Buyer, Buyer shall pay to Seller the Purchase Price and Buyer shall design, construct, and equip the Property for the Intended Use, as hereinafter defined in Section 4, at Buyer’s sole cost and expense in accordance with the terms of this Agreement.
Consideration; Purchase Price. In consideration for the transfer of the Purchased Assets , at the Closing Purchaser shall (a ) pay and deliver to Seller (or Seller ' s assignee) the following : a. duly issued stock certificate registered in the name of the Seller and bearing a restricted securities legend and representing the sum of one million nine hundred thousand ( 1 900 , 000 ) shares of the Purchaser ' s (Star Alliance International Inc . preferred " B " Stock (defined as the "Preferred "B " ) . Seller shall register Purchaser ' s shares within 60 days with the Security Exchange Commission . Seller further warrants that the shares shall be deemed free trading by the Security Exchange Commission within 120 days of the closing . b. A promissory note in the amount of $ 500 000 with the principal sum due and payable as stated below . i. see attached " Exhibit E" for schedule of payments Closing. The closing of the purchase and sale of the Purchased Assets pursuant to Section 1.1 (the ' Closing " ) shall be held at the offices of the Purchaser in Xxxx Xxxx Xxxxxxx , Xxxxxxxxxx no later than 11 : 00 a.m. (local time) on June 20 , 2019 (the " Closing Date " ) , or at such other place and time as Purchaser and Seller may mutually agree in writing . Deliveries at Closing . At the Closing , the Parties shall make the deliveries described below: Seller shall deliver , or cause to be delivered , to Purchaser a Xxxx of Sale and Assignment in the form of Exhibit C hereto properly executed by Seller . Seller shall also make available for purchaser to take into its possession , all maps topo model , and all related documents . Purchaser shall deliver to Seller the following : 1 . the stock certificate representing all of the Star Alliance International Inc . preferred "B " Shares and registered in the name of the Seller (or its assignees) ; along with a copy of a current shareholder list from the transfer agent showing the issues of the preferred " B " shares and all other listed shares holders . 11 . a duly executed Action of the Board of Directors of the Purchaser , adopting and approving the terms of this Asset Purchase Agreement and authorizing and instructing the officers o f the Purchaser to deliver a fully executed copy of this Asset Purchase Agreement to the Seller as set forth in Exbibit D . iii. first payment of $50 , 000 . (see attached exhibit E , promissory note) 1v. such other instruments and documents properly executed by the Seller as are reasonably necessary , in the opinion of Pu...
Consideration; Purchase Price. In consideration of the transfer by Xxxxxxxx of the Xxxxxxxx Interest to NMMI, NMMI shall pay to Xxxxxxxx four hundred thousand dollars ($400,000) on or before March 31, 2004.
Consideration; Purchase Price. The aggregate purchase price for the Chatham Shares shall be Sixty-Three Million Dollars ($63,000,000), as adjusted in accordance with Section 2(e)(ii) below (the "Purchase Price"). At Closing, the Purchase Price less the Holdback and less the Expense Fund shall be transferred in immediately available funds to accounts for each Seller pro rata to each Seller according to such Seller's percentage ownership of Chatham Shares times such amount. The Holdback shall be transferred in immediately available funds to the Escrow Agent and the Expense Fund in an amount determined by the Seller Representatives shall be transferred to an account designated by the Seller Representatives in immediately available funds. The Parties agree that within five (5) days following determination of the final Purchase Price, any adjustment required by Section 2(b)(ii) below shall be paid together with interest thereon at the Applicable Rate from the Closing Date until payment thereof.
Consideration; Purchase Price. At the Closing, and subject to all of the terms and conditions of this Agreement, in consideration of the (a) Sellers’ sale, transfer, assignment, conveyance and delivery to Buyer of the Purchase Assets, free and clear of all Liens (other than Permitted Encumbrances), (b) Sellers’ granting of the NGAS Options, (c) DPI’s granting of the Xxx Xxx ROFR and (d) the Ancillary Agreements and the other agreements and actions of Sellers (and certain Affiliates of Sellers) contemplated by this Article 2, the Buyer shall pay to the Sellers $28,000,000 (the “Purchase Price”), subject to any adjustments contemplated in Sections 2.5, 5.1(b) and 9.1, by wire transfer on the date hereof to a designated account of DPI at KeyBank National Association (as agent for all lenders under the NGAS Credit Agreement), for the benefit of all Sellers, to be applied as a partial repayment of outstanding borrowings under the NGAS Credit Agreement.
Consideration; Purchase Price. In consideration of the transfer by the Seller of the Shares to the Purchasers, the Purchasers shall transfer to Seller the sum of US $_329,675 (the "Purchase Price"), representing payment for the Shares which shall be transferred by wire transfer on the date hereof. Further to the above, and concurrent with the payment of the Purchase Price by the Purchasers to the Seller, Purchasers shall cause the sum of US $ 42,275 to be paid by wire transfer to Formusoft, Inc. to retire outstanding loans and interest owing to Formusoft, Inc. by CVM. Delivery of the sums set out herein will not be effective until such time as counsel for Seller has confirmed receipt of the wire transfer of the Purchase Price and the amounts owing to Formusoft, Inc.
Consideration; Purchase Price. At final closing (the “Closing”) and against delivery of a recordable Assignment by the Seller to the Purchaser, Georgia shall pay to Seller the following:
Consideration; Purchase Price. (a) Subject to the terms and conditions of this Agreement, in consideration of the aforesaid sale, conveyance, assignment, transfer and delivery to Purchaser (or its designated Subsidiaries) of the Shares, Purchaser (or its designated Subsidiaries) shall (i) pay to Seller an amount of cash equal to $20 million (the “Base Purchase Price”), as adjusted pursuant to clause (c) (as so adjusted, the “Purchase Price”) and (ii) issue or deliver to Seller to Seller an amount equal to 7.5% of the issued ordinary shares, par value US$1.00, in Purchaser (the “MDC Shares”).
Consideration; Purchase Price. At the Closing, as consideration for the purchase of the Oklahoma Assets, the Purchaser will cause to be issued to Seller 1,350,000 shares of common stock (the “Stock”) of Torchlight Energy Resources, Inc, the parent of the Purchaser.
Consideration; Purchase Price. In consideration of the purchase of the Shares by the Purchaser, the Purchaser shall pay to the Company a purchase price (the "Purchase Price"), in the amount of $500,000, in cash, or by cashier's or certified check payable to the order of the Company or by other mutual acceptable manner, payable in full on the Closing Date, as defined herein.
