Contingency Payment Sample Clauses

Contingency Payment. In the event that at Closing or within one hundred eighty days after the Closing Date the Expansion Commencement has occurred, then at the earlier of the Closing or no later than fifteen days after such Expansion Commencement, Buyer, or Buyer's Subsidiary or Subsidiaries, will deliver by wire transfer to such account as specified by Seller the sum of $25 million; and in the event that the Expansion Commencement is between a period that is (A) one hundred eighty-one days and (B) four hundred fifty days from the Closing Date, then no later than fifteen days after the Expansion Commencement, Buyer, or Buyer's Subsidiary or Subsidiaries, will deliver by wire transfer to such account as specified by Seller the sum of $25 million minus the product of (x) times (y), where (x) equals $74,000 and (y) equals the number of days from the Closing Date to the Expansion Commencement minus 180; and in the event that the Expansion Commencement is between a period that is (C) four hundred fifty one days and (D) five years from the Closing Date, then no later than fifteen days after the Expansion Commencement, Buyer, or Buyer's Subsidiary or Subsidiaries, will deliver by wire transfer to such account as specified by Seller the sum of $5 million (the payment due under this Section 1.3 referred to as the "Contingency Payment"). If not paid when due, the Contingency Payment will bear interest at the rate of 11 3/4% per annum from the date payment is due until paid.
Sample 1
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Contingency Payment. Upon the condition that the AirWorks Flight Support Business has obtained not less than Fourteen Million Dollars ($14,000,000) (the “Bench Xxxx”) in purchase orders (the “Purchase Orders”) subsequent to the Closing Date, on or before a date that is no later than one year after the Closing Date, then Global shall on the later of December 1, 2004 or thirty (30) days following the date that the Bench Xxxx is achieved pay as provided in the Escrow Agreement the additional sum of Three Million Dollars ($3,000,000) as such may be adjusted by any adjustments required by Section 5.3 and Section 5.11 (“Contingency Payment”). In the event that one (1) year after the Closing Date AirWorks Flight Support Business has not obtained the Bench Xxxx, but has attained Purchase Orders of Seven Million Dollars ($7,000,000) or more, then the sum payable hereunder shall be equal to Three Million Dollars ($3,000,000) multiplied by a fraction the numerator of which is the total dollar amount of the Purchase Orders and the denominator of which is Fourteen Million Dollars ($14,000,000) as such may be adjusted by any adjustments required by Section 5.3 and Section 5.11. In the event that AirWorks Flight Support Business has not obtained Purchase Orders of at least Seven Million Dollars ($7,000,000), then no Contingent Payment will be due and payable hereunder. This Contingency Payment is also conditioned upon the absence of any claims pending or threatened in writing that the Global is liable for (1) claims with respect to hazardous substances arising out of Airworks or Airworks’s business; (2) brokers fees or finders fees or similar charges in connection with the transaction contemplated hereby, and (3) claims that Airworks is responsible for other material obligations of the corporate entity which is the Airworks. In the event of any such claim, Global may withhold from said Contingency Payment an amount equal to the amount so claimed, until the matter is resolved and deduct the reasonable costs of such resolution from the Contingency Payment. The Contingency Payment is also conditioned upon the transfer of the above listed STC certificates. In the event any certificate or certificates are not transferred as of the time the Contingency Payment is due, Global may withhold the reasonable value of such STC certificate or certificates until such time as the transfer is completed. Said Contingency Payment shall be payable in cash by wire transfer of immediately available funds to Airwo...
Sample 1
Contingency Payment. Buyer shall pay Seller an additional One Hundred Fifty Thousand Dollars ($150,000.00) (the "Contingency Payment") within thirty (30) days following the one (1) year anniversary of the Closing Date hereunder if Buyer's net sales of products from the MAC Group for the one (1) year period following the Closing Date equal or exceed Eight Million Five Hundred Thousand Dollars ($8,500,000.00). Net Sales shall mean the invoiced amount of the MAC Group products sold less sales returns, allowances, and less credit adjustments. If Buyer's net sales for the MAC Group products are less than Eight Million Five Hundred Thousand Dollars ($8,500,000.00) as defined above, then Seller shall not be entitled to the contingency payment hereunder.
Sample 1
Contingency Payment. If Landlord re-lets the entire Premises and begins collecting rent in an amount equal to or greater than the Base Rent on or before April 5, 2023, Landlord shall refund the Termination Payment to Tenant as a contingency payment (“Contingency Payment”) in an amount to be determined by the date of Landlord’s receipt of the first rent payment (“Re-Let Date”), as follows: Re-Let Date Contingency Payment January 1, 2023, or earlier $ 4,440,732.90 January 2, 2023 to April 5, 2023 $ 3,000,000.00
Sample 1
Contingency Payment. (a) Within five days of completion of the audited financial statements for the Company for the year ended December 31, 2006 (the "2006 Audited Financial Statements"), which shall be calculated on the basis of the same accounting principles, consistently applied, as used in the preparation of the audited financial statements of the Purchaser for the year ended December 31, 2004 with respect to the period after Purchaser's emergence from bankruptcy (the "Purchaser Accounting Principles"), the Purchaser shall deliver to the Seller a copy of the 2006 Audited Financial Statements and a statement (the "EBITDA Statement") setting forth the EBITDA of the Company for the year ended December 31, 2006 (the "2006 EBITDA"), together with supporting calculations and schedules detailing all adjustments to reserves and allowances (non-cash expenses) included in the determination of earnings in reasonable detail. The 2006 EBITDA shall be calculated on the basis of the Company Accounting Principles, and the EBITDA Statement shall set forth, in reasonable detail, all adjustments and other actions taken to reflect the differences between the Company Accounting Principles and the Purchaser Accounting Principles, which differences are set forth in Schedule 1.6(a). For purposes of this Section 1.6,
Sample 1
Contingency Payment. If BPE gathers at least 41,426,291 Mcf of Projected Gas for the period commencing April 1, 2001 through December 31, 2001, NBP shall cause an additional cash payment of Six Million Dollars ($6,000,000) to be made to the Sellers. Such payment shall be placed in escrow pursuant to the Escrow Agreement via wire transfer in immediately available funds on or before February 1, 2002. Such amounts will be distributed to the Sellers in accordance with their Percentage Amounts. "PROJECTED GAS" is gas gathered from the Powder River Basin under gas gathering agreements numbered PDR0001 through PDR0032 as listed on Schedule 7.12(a) Attachment 1 ("EXISTING GATHERING AGREEMENT GAS"), or any gathering business of BPE in Sheridan County, Wyoming that is incremental to Existing Gathering Agreement Gas, or any gas delivered into a new BPE Receipt Point within the area of mutual interest described in Schedule 4.6. For purposes of this paragraph "RECEIPT POINT" shall be defined as a pay meter at the discharge of a screw compressor or a wellhead meter.
Sample 1

Related to Contingency Payment

  • Contingent Payment Notwithstanding anything in this Agreement to the contrary, if any of the Properties are sold by Buyer within twelve (12) months after the Closing Date, Buyer shall pay to Seller an amount equal to five percent (5%) of the Consideration allocated to such Property. The Deeds shall contain a deed restriction granting Seller the right to receive such additional sum from Buyer.

  • Payment of Reimbursement Amount To effect the expense reimbursement provided for in this Agreement, the Fund may offset the appropriate Reimbursement Amount against the management fees, Rule 12b-1 fees and/or shareholder servicing fees payable under the Investment Management Agreement, Rule 12b-1 Plan and/or the Shareholder Servicing Agreement. Alternatively, the Reimbursement Amount shall be paid directly by IICO, IDI and/or WISC. Such offset shall be taken, or such direct payment shall be paid, two times per year within 30 days following the date of a Fund’s applicable semi-annual or annual reporting period.

  • PAYMENT OF CLOSING COSTS In addition to the costs set forth in Paragraphs 3.1 and 3.2, Purchaser and Seller shall each pay for one-half of the costs of the documentary or transfer stamps to be paid with reference to the "Deed" (hereinafter defined) and all other stamps, intangible, transfer, documentary, recording, sales tax and surtax imposed by law with reference to any other sale documents delivered in connection with the sale of the Property to Purchaser and all other charges of the Title Insurer in connection with this transaction.

  • Premium Payment The Bank shall pay any premiums due on the Policy.

  • Payment of Management Fee To facilitate the payment of the Management Fee as provided in Section 5.1 hereof, the Practice hereby expressly authorizes Professional Business Manager to make withdrawals of the Management Fee from the Professional Practice Account as such fee becomes due and payable during the Term in accordance with Section 3.10(a) and after termination as provided in Section 6.3. Professional Business Manager shall deliver to the Practice an invoice for the Management Fee accompanied by a reasonably detailed statement of the information upon which the Management Fee calculation is based.

  • Contingent Payments The Unilever Stockholder shall have the right to receive the Contingent Payments, if any, on the terms and subject to the conditions set forth on Exhibit 9 in recognition of its period of ownership of the Class B Shares.

  • No Additional Fees/Payment Other than the consideration specifically referenced herein, the parties hereto agree that no fee, payment or additional consideration in any form has been or will be paid to the Holder in connection with this Agreement.

  • Closing Fees On the Effective Date, the Borrower agrees to pay to the Administrative Agent and each Lender all loan fees as have been agreed to in writing by the Parent and the Joint Lead Arrangers.

  • Adjustment Payment If the Closing Working Capital exceeds the Target Working Capital, the Purchase Price shall be increased by the amount by which Closing Working Capital exceeds the Target Working Capital, and if the Closing Working Capital is less than the Target Working Capital, the Purchase Price shall be decreased by the amount by which Closing Working Capital is less than the Target Working Capital. In addition to the foregoing adjustment, (i) the Purchase Price shall be decreased by an amount equal to the Debt Amount and (ii) the Purchase Price shall be increased by an amount equal to the Closing Eligible Capital Expenditures. The Purchase Price as so increased or decreased under this Section 2.03(c) shall hereinafter be referred to as the “Adjusted Purchase Price”. If the Closing Date Payment is less than the Adjusted Purchase Price, Purchaser shall, and if the Closing Date Payment is more than the Adjusted Purchase Price, Seller shall, within 10 Business Days after the Statement becomes final and binding on the parties, make payment by wire transfer in immediately available funds in an amount equal to the absolute value of the difference between the Adjusted Purchase Price and the Closing Date Payment to one or more accounts designated in writing at least two Business Days prior to such payment by the party entitled to receive such payment, plus interest thereon at a rate of 5% per annum, calculated on the basis of the actual number of days elapsed divided by 365, from and including the Closing Date to but excluding the date of payment.

  • Advance Payment The right to indemnification conferred in this Article VII shall include the right to be paid or reimbursed by the Company the reasonable expenses incurred by a Person of the type entitled to be indemnified under Section 7.3 who was, is or is threatened to be made a named defendant or respondent in a Proceeding in advance of the final disposition of the Proceeding and without any determination as to the Person’s ultimate entitlement to indemnification; provided, however, that the payment of such expenses incurred by any such Person in advance of the final disposition of a Proceeding shall be made only upon delivery to the Company of a written affirmation by such Person of his or her good faith belief that he has met the standard of conduct necessary for indemnification under Article VII and a written undertaking, by or on behalf of such Person, to repay all amounts so advanced if it shall ultimately be determined that such indemnified Person is not entitled to be indemnified under this Article VII or otherwise.

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