Payment of Balance of Deferred Payment Sample Clauses

Payment of Balance of Deferred Payment. Buyer shall pay to Stockholder ninety (90) days after the end of the Guaranty Period any positive Deferred Payment balance (after any adjustments under Section 3.4.2) remaining after subtracting the QRR Guaranty Payment. Any disputes regarding the QRR Guaranty Payment and Deferred Payment shall be resolved in accordance with Section 20.10. Stockholder shall notify Buyer of any dispute relating to the QRR Guaranty Payment within fourteen (14) days after delivery of the schedule. If the QRR Guaranty Payment exceeds the Deferred Payment, then Buyer shall have no obligation to pay any of the Deferred Payment to Stockholder, and Stockholder shall have no obligation to pay to Buyer the amount by which the QRR Guaranty Payment exceeds the Deferred Payment.
Sample 1
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Payment of Balance of Deferred Payment. Buyer shall instruct Escrow Agent to pay to Stockholders in sufficient shares of Pro One Stock, in accordance with their ownership percentage of SHI Stock, seventy (70) days after the end of the Guaranty Period any positive Deferred Payment balance (after any adjustments under Section 3.3.2) remaining after subtracting the QRR Guaranty Payment. Seventy (70) days after the end of the Guaranty Period, Escrow Agent shall pay to Buyer in sufficient shares of Pro One Stock the amount of the Deferred Payment equal to the QRR Guaranty Payment and such shares shall thereupon be canceled by Parent. In the event the share certificates of Pro One Stock need to be reissued in order to allow distribution of the QRR Guaranty Payment to Buyer and distribution of the remaining positive Deferred Payment to Stockholders, Escrow Agent shall deliver to Buyer sufficient share certificates of Pro One Stock, to enable Buyer to obtain sufficient shares of Pro One Stock reissued, to the extent practicable, one-half in increments of one thousand (1000) share certificates and one-half in increments of five thousand (5000) share certificates to make the payments due to the parties hereunder. Rather than issue fractional shares of Pro One Stock, Buyer will pay to the Escrow Agent in cash the amount of any fractional shares of Pro One Stock to which any of the Stockholders would be entitled. For purposes of calculating the number of shares of Pro One Stock which from which the QRR Guaranty Payment will be deducted, each share of Pro One Stock will be valued at the Closing Value, rather than the current market value or trading price at the end of the Guaranty Period. Any disputes regarding the QRR Guaranty Payment and Deferred Payment shall be resolved in accordance with Section 15. Stockholders shall notify Buyer and Escrow Agent of any dispute relating to the QRR Guaranty Payment within fourteen (14) days after delivery of the schedule. If there is such a dispute, the Escrow Agent shall not deliver to any party any payment of the Deferred Payment or QRR Guaranty Payment, except for any sums mutually agreed to by Stockholders and Buyer, until the dispute has been resolved by arbitration and all time periods for appealing any arbitrator's award have expired or upon written confirmation to the Escrow Agent that the parties have resolved the dispute. If the QRR Guaranty Payment exceeds the Deferred Payment, then Buyer shall have no obligation to pay any of the Deferred Payment to Stockhol...
Sample 1

Related to Payment of Balance of Deferred Payment

  • Investment of Amounts in Special Payments Account Any amounts on deposit in the Special Payments Account prior to the distribution thereof pursuant to Section 2.4(b) or (c) shall be invested in accordance with Section 2.2(b). Investment Earnings on such investments shall be distributed in accordance with Section 2.4(b) or (c), as the case may be.

  • Payment of Basic Rent Basic Rent shall be paid absolutely net to Lessor or its designee, so that this Lease shall yield to Lessor the full amount thereof, without setoff, deduction or reduction.

  • Allocation of Net Deferred Interest For any Distribution Date, the Net Deferred Interest on the Mortgage Loans will be allocated among the Classes of Certificates (or, with respect to the Class X Certificates, the Class PO Certificates) in proportion to the excess, if any, for each such Class of (i) the Monthly Interest Distributable Amount accrued at the Pass-Through Rate for such Class, over (ii) the amount of the Monthly Interest Distributable Amount for such Class calculated at the applicable Adjusted Cap Rate for such Class. On each Distribution Date, any amount of Net Deferred Interest allocable to a Class of Certificates (other than the Interest-Only Certificates) on such Distribution Date will be added as principal to the outstanding Class Principal Balance of such Class of Certificates. With respect to the Class X Certificates and each Distribution Date, any amount of Net Deferred Interest added to the Principal Balances of the related Mortgage Loans that is allocated to the Class X Certificates on such Distribution Date will be added as principal to the outstanding Class Principal Balance of the Class PO Certificates.

  • Investment of Balance in Collateral Account Amounts on deposit in the Collateral Account shall be invested from time to time in such Permitted Investments as the respective Pledgor through the Company (or, after the occurrence and during the continuance of a Default, the Agent) shall determine, which Permitted Investments shall be held in the name and be under the control of the Agent, PROVIDED that (i) at any time after the occurrence and during the continuance of an Event of Default, the Agent may (and, if instructed by the Banks as specified in Section 11.03 of the Second Amended and Restated Credit Agreement, shall) in its (or their) discretion at any time and from time to time elect to liquidate any such Permitted Investments and to apply or cause to be applied the proceeds thereof to the payment of the Secured Obligations in the manner specified in Section 5.09 hereof and (ii) if requested by the respective Pledgor through the Company, such Permitted Investments may be held in the name and under the control of one or more of the Banks (and in that connection each Bank, pursuant to Section 11.10 of the Second Amended and Restated Credit Agreement) has agreed that such Permitted Investments shall be held by such Bank as a collateral sub-agent for the Agent hereunder).

  • Note Payment Account (a) Pursuant to Section 4.1, the Indenture Trustee shall establish and maintain the Note Payment Account, which shall be an Eligible Account, for the benefit of the Secured Parties. If the Note Payment Account loses its status as an Eligible Account, the funds in such account shall be moved to an account that qualifies as an Eligible Account within thirty (30) days. The Note Payment Account shall be funded to the extent that (i) the Issuer shall remit to the Indenture Trustee the Redemption Amount for a Class of Notes pursuant to Section 13.1, (ii) the Indenture Trustee shall remit thereto any Available Funds from the Collection and Funding Account pursuant to Section 4.2(b), (iii) the Indenture Trustee shall remit thereto any Available Funds from the Interest Accumulation Account, the Target Amortization Principal Accumulation Account and the Fee Accumulation Account pursuant to Section 4.5 and (iv) the Indenture Trustee shall transfer amounts from an applicable Series Reserve Account pursuant to, and to the extent required by, Section 4.6.

  • Distributions from Collection Account Subject to Section 8.2(e), on each Payment Date the Indenture Trustee will (based on the information in the most recent Monthly Investor Report) withdraw from the Collection Account and make deposits and payments, to the extent of Available Funds in the Collection Account for that Payment Date, in the following order of priority (pro rata within each priority level based on the amounts due except as otherwise stated):

  • Payment of Base Rent Tenant agrees to pay the Base Rent for the Premises. Monthly Installments of Base Rent shall be payable in advance on the first day of each calendar month of the Term. If the Term begins (or ends) on other than the first (or last) day of a calendar month, the Base Rent for the partial month shall be prorated on a per diem basis. Tenant shall pay Landlord the first Monthly Installment of Base Rent when Tenant executes the Lease.

  • Distributions and Interest Amount (i) Interest Rate. "

  • Payment of Amounts The Death Benefit payable on the death of the Owner, or after the death of the first Owner, or upon the death of the spouse who continues the Contract, will be distributed to the designated Beneficiary(s) as follows:

  • Collection of Mortgage Loan Payments; Collection Account; Distribution Account (a) The Master Servicer shall enforce the obligation of the Servicers to collect all payments called for under the terms and provisions of the Mortgage Loans to the extent such procedures shall be consistent with the applicable Servicing Agreement and the terms and provisions of any related Required Insurance Policy.

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