Payment of Acquisition Price. Each Optionee electing to purchase shares shall deliver to the Trustees on the closing date either (i) cash for each share so purchased in an amount equal to the higher of the value of a share of Common or a share of Special Common, each such share to be valued at the average closing price of such share in its primary marketplace on the first ten of the most recent eleven business days on which such class of shares was traded preceding the specified date of withdrawal, (ii) a stock certificate representing that number of shares of Common and/or Special Common equal in value to the shares so purchased (and such stock certificate may have been previously deposited hereunder, in which case no delivery shall be required, but the Optionee shall direct the Trustees to use such shares in the exercise of such option), or (iii) a combination of (i) and (ii). To the extent the withdrawing Certificate Holder requires that the acquisition be made by an exchange of shares of Common and/or Special Common, each Optionee must deposit that number of shares of Common and/or Special Common the value of which bears the same proportion to the total value of such shares so required as the number of shares to be acquired by such Optionee bears to the total number of shares to be acquired by all Optionees, except to the extent the Optionees may agree among themselves to otherwise apportion the requirement to tender shares of Common and/or Special Common.
Payment of Acquisition Price. Acquirer shall have paid to the Transferor (subject to Section 4.3(iii)) the Acquisition Price in accordance with Section 3.1(a).
Payment of Acquisition Price. At Closing, Buyer shall pay to Seller the Acquisition Price (as herein defined). For purposes of this Agreement, the Acquisition Price shall mean the total consideration to be paid by Buyer to Seller at Closing for the Property, subject to the terms and conditions of this Agreement. The Acquisition Price shall be an amount equal to Five Million, Six Hundred, and Fifty Thousand Dollars ($5,650,000) adjusted as set forth herein. The Acquisition Price shall be paid as follows:
(a) assumption of that certain Mortgage (as herein defined) subject to the limitations set forth in SECTION 4.1.9; and (b) the balance payable to Seller in cash, wired funds or a certified or cashier's check payable to the order of the Seller representing the cash portion of the Acquisition Price, adjusted for the prorations and adjustments provided for herein.
Payment of Acquisition Price. (a) Upon Closing, CBT shall make available to each Shareholder as payment of such Shareholder's part of the Acquisition Price in accordance with this Article I Ordinary Shares of CBT in the name of such Shareholder; provided, however, that CBT shall cause 402,000 Ordinary Shares to be issued pursuant to Section 1.2(a) (the "Escrow Amount") to be deposited into an escrow account ------------- pursuant to Section 8.3 below.
(b) Notwithstanding Section 1.5(a), in the event that a Restricted ADR Facility (the "Restricted ADR Facility") has been arranged with The Bank of New ----------------------- York prior to Closing as contemplated by Section 6.16, then upon Closing, CBT shall make available to each Shareholder as payment of such Shareholder's part of the Acquisition Price in accordance with this Article I Restricted American Depositary Receipts ("ADRs") of CBT in the name of such Shareholder issued in ---- accordance with a Restricted Deposit Agreement among CBT, The Bank of New York, as depository (the "Depository"), and all owners and beneficial owners of such ---------- ADRs (the "Deposit Agreement"), which ADRs shall represent that number of ADSs ----------------- to be issued to that Shareholder as payment of such Shareholder's part of the Acquisition Price in accordance with Section 1.2(a). Prior to or concurrent with the Share Exchange, CBT shall deliver or cause to be delivered to the Custodian (as defined in the Deposit Agreement), in accordance with the Deposit Agreement, the Ordinary Shares represented by the ADSs to be issued in connection with the Share Exchange, with instructions to the Depository to create and deliver the ADRs representing the ADSs to each Shareholder as provided above; provided, however, that CBT shall cause the ADRs representing 402,000 ADSs to be issued pursuant to Section 1.2(a) (the "Escrow Amount") to be ------------- deposited into an escrow account pursuant to Section 8.3 below.
(c) If any ADR or Ordinary Share, as the case may be, is to be issued in a name other than that of the Shareholder entitled thereto pursuant to the Share Exchange, it will be a condition of the issuance thereof that the person requesting such exchange will have paid to CBT or any agent designated by it any transfer or other taxes required by reason of the issuance of an ADR or Ordinary Share in any name other than that of the registered holder of the KnowledgeWell Certificate surrendered, or established to the satisfaction of CBT or any agent...
Payment of Acquisition Price. 5 1.6 No Further Ownership Rights in KnowledgeWell Shares................. 6 1.7 Lost, Stolen or Destroyed KnowledgeWell Certificates....
Payment of Acquisition Price. The total acquisition price of $173,000,000 (the "TOTAL ACQUISITION PRICE") for all Premises shall be paid in full on the Closing Date; Cornell and the Selling Cornell Affiliates each agree to sell, and MCF agrees to pay, the individual acquisition prices (the "ACQUISITION PRICE") allocated to each Premises, respectively, as set forth in the last column entitled, "Total Acquisition Price," on EXHIBIT B attached hereto and incorporated herein by reference.
Payment of Acquisition Price. The Acquisition Price shall have been paid to the Sellers;
Payment of Acquisition Price. At Closing, Buyer shall pay to Seller the Acquisition Price (as herein defined). For purposes of this Agreement, the Acquisition Price shall mean the total consideration to be paid by Buyer to Seller at Closing for the sale, transfer and conveyance of good and marketable title to fee simple interest in the Property free and clear of all liens, claims and encumbrances (except for Permitted Exceptions as herein defined) and clear and unencumbered transfer of ownership of the remaining Property, subject to the terms and conditions of this Agreement. The Acquisition Price shall be an amount equal to Seven Million Two Hundred Thousand Dollars ($7,200,000.00). The Acquisition Price shall be paid as follows:
(a) assumption of that certain Mortgage (as herein defined) subject to the limitations set forth in SECTION 4.1.9; and (b) the balance payable at Closing to Seller in cash, wired funds or a certified or cashier's check payable to the order of the Seller representing the cash portion of the Acquisition Price, adjusted for the prorations and adjustments provided for herein.
Payment of Acquisition Price. (i) At the Stabilization Date (or prior to the Stabilization Date upon thirty (30) days prior notice to Xxxxxx) if a Closing has occurred with respect to a Project Property, BPLP shall pay the Acquisition Price to Xxxxxx. Xxxxxx shall convey all of its interests in the relevant Ownership Entity to BPLP at any time after the Closing with respect to such Property in exchange for payment of the Acquisition Price, or at BPLP’s election by such thirty (30) day notice to Xxxxxx prior to the Stabilization Date if BPLP provides reasonable assurance to Xxxxxx that such Acquisition Price will be paid at the Stabilization Date.
(ii) All payments hereunder shall be made by wire transfer of immediately available funds pursuant to instructions to be provided by Xxxxxx prior to the Stabilization Date with respect to such Project Property, unless Xxxxxx will be paid in Units pursuant to the procedures set forth on Schedule 5.5.
(iii) The parties agree that (notwithstanding the 51%/49% ownership percentages of each Ownership Entity), from and after a Closing, the Xxxxxx member of the Ownership Entity shall only be entitled to payment of the Acquisition Price, if any, and such rights in the Joint Venture Agreement upon liquidation of the Ownership Entity (as reasonably agreed to by BPLP and the Xxxxxx member) as shall be required to maintain status of the Ownership Entity as a partnership for tax purposes.
Payment of Acquisition Price. Within ten (10) business days after receipt of a complete Disbursement Request Form, the Authority, through the Trustee, shall authorize payment from the Available Amount of the Acquisition Price then due to Developer. Payments to Developer shall be payable solely from the Available Amount. The amount to be paid to Developer shall be a reimbursement for actual costs incurred as determined by the Administrator and the Town in accordance with this Agreement and shall not exceed the Developer's cost thereof as reasonably determined by the Administrator in consultation with the Town to be eligible under the Act to be part of the Acquisition Price of the Acquisition Improvement. All portions of the Acquisition Improvement not acquired with the Available Amount shall nonetheless be constructed by the Developer, to the extent required by the Development Documents. In the event the Available Amount is insufficient to pay the eligible Acquisition Price, any shortfall shall be the responsibility of the Developer, however Developer may request that all or any portion of such shortfall be reimbursed from additional series of Bonds for the District if and when such additional Bonds are issued or additional Special Tax proceeds are available, and in such event the deferred amount will be eligible for reimbursement from proceeds of such future Bonds or Special Tax proceeds, to the extent funds are available as determined by the Town and without granting the Developer any priority for such funds over other uses of the funds.
