Payment and Allocation. Where any payment is required to be made pursuant to this Clause 8.3:
Payment and Allocation. The due date for any payment to be made under this Clause 7.4 shall be the relevant Determination Date.
Payment and Allocation. 7.6.1 Any payment pursuant to Clauses 7.3 or 7.4, and any interest payable pursuant to Clause 7.5, shall be aggregated and, if any such payment is to be made by both the Seller and the Purchaser, shall be set off against each other and the resulting amount (if any) shall be made on or before the Final Payment Date.
Payment and Allocation. Where any payment is required to be made pursuant to Clauses 8.3 or 8.4, the allocation of the Consideration shall be adjusted in accordance with paragraph 10 of Schedule 8.
Payment and Allocation. (a) At Closing, Purchaser shall deliver to Sellers (a) the Common Shares as set forth in Section 1.02(b) and Convertible Note as set forth in Section 1.02(c) and (b) the Cash Payment as set forth in Section 1.02(a), allocated between the Sellers as set forth on Schedule 1.04, by wire transfer of immediately available funds to the accounts designated by Sellers.
Payment and Allocation. 3.5.1.1 The Purchaser shall pay any amount due to any of the Sellers under this Agreement, including any payment of the Final Purchase Price, by wire transfer to the accounts designated by the Sellers:
Payment and Allocation. The Purchase Price above shall be paid by Purchaser, as applicable, to Seller on the Closing Date in the form of the Stock and the Note together with the liabilities and obligations assumed under Section 2 (a) and (b). The Purchase Price shall be allocated among the Assets as provided on SCHEDULE "F-1" attached hereto. Such allocation of the Purchase Price shall be conclusive and binding on both Purchaser and Seller for purposes of their federal and, where applicable, state and local income tax returns. Purchaser and Seller each hereby covenant and agree that each will not take a position on any such return or report, before any governmental agency or any judicial proceeding that is in any way inconsistent with this Section 4.
Payment and Allocation. 7.7.1 Any payment pursuant to Clause 7.3, and any interest payable pursuant to Clause 7.5, shall be made on or before the Final Payment Date. Any payment pursuant to Clause 7.6 shall be made on or before the date falling ten Business Days after the date of the Ring-fenced Amount Notice.
Payment and Allocation. At Closing, Purchaser shall deliver to the Seller and VCH an amount equal to the Consideration less the Escrow Amounts (the resulting amount being referred to herein as the “Closing Amount”). The Closing Amount shall be delivered by wire transfer of immediately available funds to the account or accounts designated in writing by Seller not less than three (3) business days prior to Closing. At Closing, Purchaser shall also (A) deliver a sum equal to the Escrow Amounts to the Escrow Agent by wire transfer of immediately available funds to the escrow accounts as set forth in the Escrow Agreements substantially in the form attached hereto as Exhibit A (the “Escrow Agreements”), (B) pay in full by wire transfer of immediately available funds, the UBS Debt pursuant to the terms of the UBS Payoff Letter, and (C) pay in full the amounts payable pursuant to the outstanding obligations (including principal and accrued interest up to the Closing Date) under the Indebtedness set forth on Schedule 1.03.
Payment and Allocation. At Closing, Purchaser shall deliver to Seller an amount equal to the Closing Payment by wire transfer of immediately available funds to the accounts designated by Seller not less than three (3) business days prior to Closing.
