Full Payment at Closing Sample Clauses

Full Payment at Closing. The Purchase Price shall be payable in full at the Closing, except as otherwise expressly provided in this Agreement. At the sole and absolute discretion of Sabratek, the Purchase Price may be paid (x) in cash (or other immediately available funds), (y) in that number of shares of Sabratek Stock as are equal in value (as contemplated by Section 2.2(c) below) to the Purchase Price or (z) in cash and Sabratek Stock (in such proportion as Sabratek in its sole discretion may
Sample 1
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Full Payment at Closing. The Purchase Price shall be payable in full at the Closing. At Sabratek's option, the Purchase Price may be paid in cash (or other immediately available funds) or in that number of shares of Sabratek Stock as are equal in value to the Purchase Price, as determined in accordance with SECTION 3.3(C) below; provided, that all of the GDS Shareholders shall receive cash in the event that Sabratek, for any reason, is unable to pay the full amount of the Purchase Price in Sabratek Stock on the Closing Date; provided further, that Sabratek shall not be required to issue fractional shares to any of the GDS Shareholders and, at its option, may pay cash in lieu of issuing a fractional share of Sabratek Stock to any GDS Shareholder otherwise entitled to receive such fractional share. Notwithstanding the foregoing, in the event Sabratek fails to deliver the Sabratek Closing Representation in accordance with the provisions of SECTION 4.4, then the entire amount of the Purchase Price shall be payable in cash or other immediately available funds.
Sample 1

Related to Full Payment at Closing

  • Payment at Closing The Borrower shall have paid (A) to the Administrative Agent, the Arrangers and the Lenders the fees set forth or referenced in Section 4.3 and any other accrued and unpaid fees or commissions due hereunder, (B) all reasonable fees, charges and disbursements of counsel to the Administrative Agent (directly to such counsel if requested by the Administrative Agent) to the extent accrued and unpaid prior to or on the Closing Date, plus such additional amounts of such reasonable fees, charges and disbursements as shall constitute its reasonable estimate of such fees, charges and disbursements incurred or to be incurred by it through the closing proceedings (provided that such estimate shall not thereafter preclude a final settling of accounts between the Borrower and the Administrative Agent) and (C) to any other Person such amount as may be due thereto in connection with the transactions contemplated hereby, including all taxes, fees and other charges in connection with the execution, delivery, recording, filing and registration of any of the Loan Documents.

  • Cash at Closing At Closing, Purchaser shall pay to Seller, by wire transferred current federal funds, an amount equal to the Purchase Price, minus the sum of the Xxxxxxx Money which Seller receives at Closing from the Escrowee, and plus or minus, as the case may require, the closing prorations and adjustments to be made pursuant to Section 4(C) below.

  • Purchase Price; Consideration Purchaser shall, on the date hereof (the “Closing Date”), issue to Seller a promissory note, substantially in the form attached hereto as Exhibit B, in the sum of Fifteen Thousand Dollars ($15,000) (the “Promissory Note”) as the consideration for the Ownership Interests.

  • Payment at Closing; Fee Letters The Borrower shall have paid to the Administrative Agent and the Lenders the fees set forth or referenced in Section 4.3 and any other accrued and unpaid fees or commissions due hereunder (including, without limitation, legal (including, without limitation, local counsel) fees and expenses) and to any other Person such amount as may be due thereto in connection with the transactions contemplated hereby, including all taxes, fees and other charges in connection with the execution, delivery, recording, filing and registration of any of the Loan Documents.

  • Purchase Price; Payment of Purchase Price In addition to the Assumed Liabilities described below, the aggregate consideration for the Subject Assets (the “Purchase Price”) shall be the amount equal to: $2,000,000. The Purchase Price shall be subject to adjustment as set forth in Section 1.7 below as so adjusted.

  • Payments at Closing At the Closing, Buyer shall:

  • Deliveries by Buyer at Closing At the Closing, Buyer shall deliver to Seller:

  • Total Consideration The aggregate consideration (the "Consideration") payable by the Surviving Partnership in connection with the merger of the Merged Partnership with and into the Surviving Partnership shall be $8,275,000, subject to adjustments at Closing pursuant to Section 3.9 and costs paid pursuant to Section 3.10(c) and Section 3.11, plus the amount of any tax or other reserves held by the Existing Lender (hereinafter defined).

  • Purchase Price Closing (a) The total amount which the buying party shall pay the selling party in a purchase shall be the amount that the selling party would have received if the Company (i) sold the Property for an amount equal to the Buy-Sell Stated Value, (ii) satisfied the indebtedness of the Company specifically referred to in subsection (b) below (and no other liabilities) out of the sale proceeds and (iii) distributed the remaining balance to Administrative Agent and PACOP in accordance with their respective percentage ownership interests in the Company (i.e., 51%, in the case of PACOP, and up to 49%, in the case of Administrative Agent).

  • The Purchase Price Notwithstanding the termination of the Option, Grantee will be entitled to exercise its rights under this Section 6(c) if it has exercised such rights in accordance with the terms hereof prior to the termination of the Option.

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