Payment of Cash Purchase Price Sample Clauses

Payment of Cash Purchase Price. On the Original Closing Date (subject to the satisfaction of the conditions specified in Section 4.1), each Funding Agent, on behalf of its applicable Owners, paid its Ownership Group Percentage of the Initial Cash Purchase Price for the Transferred Assets relating to the Initial Receivables, not later than 2:00 p.m. New York City time on the Original Closing Date by wire transfer of immediately available funds to the Transferor’s account specified by the Transferor in a notice to each Funding Agent. On the 2016 Amendment Closing Date and on each Funding Date (subject to the satisfaction of the conditions specified in Section 4.2), each Funding Agent, on behalf of its applicable Owners, shall pay its Ownership Group Percentage of the Incremental Funding not later than 2:00 p.m. New York City time on such Funding Date by wire transfer of immediately available funds to the Transferor’s account specified by the Transferor in a notice to each Funding Agent at least four (4) Combined Business Days prior to such Funding Date.
Payment of Cash Purchase Price. Salem shall pay the Cash Purchase Price as follows: (a) Simultaneous with the execution of this Agreement, Salem shall deposit $1,600,000 with the Escrow Agent to be held and distributed pursuant to the Escrow Agreement. (b) At the Closing, Salem shall pay $30,500,000 by wire transfer prior to 3:00 p.m., local Washington, D.C. time, of immediately available federal funds to an account at a bank or financial institution pursuant to wire instructions that Infinity shall deliver to Salem at least one (1) business day prior to the Closing Date.
Payment of Cash Purchase PriceSubject to Section 2.7, the Cash Purchase Price shall be paid as follows: (a) On the date hereof, Buyer shall deposit an amount equal to Two Million Dollars ($2,000,000) in cash (the "Deposit") into an interest-bearing escrow account maintained by an escrow agent mutually agreeable to the parties (the "Escrow Agent") for the benefit of the parties hereto; (b) On the Closing Date, (i) by wire transfer of immediately available funds to an account designated by Seller, Buyer shall pay to Seller (the "Closing Payment") an amount equal to One Hundred Eleven Million Dollars ($111,000,000), minus (A) any adjustment amount for Damages pursuant to Article VI or VII, and plus or minus, as the case may be, (B) the aggregate amount by which the Net Asset Value set forth on the Preliminary Statement required to be delivered prior to Closing pursuant to Section 2.7(a) is greater or less than the corresponding amount of Two Million Five Hundred Eight Thousand Seven Hundred Eighty Seven Dollars ($2,508,787) (the "Base Net Asset Value"), calculated pursuant to Schedule 2.6(b). (ii) Seller shall be paid the principal amount of the Deposit, and Buyer shall be paid the accrued interest thereon, from the escrow account referenced in Section 2.6(a); and (iii) Buyer shall pay into an interest bearing escrow account maintained by the Escrow Agent for the benefit of the parties hereto an amount equal to Two Million Dollars ($2,000,000) (subject to adjustment pursuant to Section 2.7, the "Holdback Amount") to be held and distributed in accordance with Article VIII.
Payment of Cash Purchase Price. The Seller shall have received the Cash Purchase Price less the Seller Transaction Expenses in accordance with Section 2.03.
Payment of Cash Purchase PriceAt the Closing, the Cash Purchase Price shall be paid by the Buyer to the County via wire transfer of immediately available funds in accordance with the wire transfer instructions delivered to the Buyer by the County not less than three (3) Business Days prior to the Closing Date. The County shall immediately upon receipt of the Cash Purchase Price pay to its creditors an amount sufficient to pay all Indebtedness of the County in respect of the Facilities and the other Purchased Assets as of the Closing Date (up to the entire amount of the Cash Purchase Price) as shown on the Payoff Letters (as defined in Section 3.2(a)(xii)) via wire transfer of immediately available funds in accordance with the payment instructions set forth in such Payoff Letters. If the amount of the Cash Purchase Price shall be less than the amount of all Indebtedness of the County in respect of the Facilities and the other Purchased Assets as of the Closing Date, the County shall pay out of its own funds an amount sufficient to pay and discharge in full such Indebtedness of the County in excess of the Cash Purchase Price, which shall include, without limitation, all amounts as may be required to defease or prepay in full the tax-exempt Cxxxx County Sanitary District Bond, Series 2002, and the tax-exempt Cxxxx County Sanitary District Bond, Series 2003A (collectively, the “Bonds”). To the extent that the Cash Purchase Price exceeds the amount necessary for the County to pay all Indebtedness of the County in respect of the Facilities and the other Purchased Assets as of the Closing Date (the "Excess"), such Excess may not be required to be paid by the Buyer to the County at Closing but may, alternatively, be financed by the County. Upon application by the Buyer to the County at least sixty (60) days prior to the date otherwise fixed for Closing, and with the County's consent, the Excess shall be financed by the County, and shall be repaid upon such terms, and at such rate of interest as the County and the Buyer shall agree; in which case the Buyer's repayment obligation with respect to the Excess shall be evidenced by the Buyer's promissory note delivered by the Buyer to the County at the Closing (the “NAV Note”). For the avoidance of doubt, all amounts payable in respect of Liabilities on the Bonds for arbitrage rebate accruing upon defeasance of the Bonds or otherwise are and shall remain the responsibility of the County. If the Buyer shall be required to pay any amounts in respect o...
Payment of Cash Purchase PriceThe Cash Purchase Price shall be paid as follows: (a) Seller’s good faith estimate of the Working Capital Adjustment and the Cash Purchase Price based thereon calculated in accordance with GAAP as at the Effective Time is attached as Schedule 1.7(a). For Closing purposes, the estimated Cash Purchase Price will be calculated based upon Seller’s estimate without prejudice to the right of Buyer to review this estimate and related accounting treatments in accordance with the final determination of Cash Purchase Price pursuant to Section 1.8. (b) At the Closing, Buyer shall: (i) pay to Seller a cash closing payment (the “Closing Payment”) equal to Seller’s good faith estimate of the Cash Purchase Price (in accordance with Section 1.7(a)) less the amount of the Escrow Fund and the Note. Payment shall be made by wire transfer to an account specified by Seller; (ii) deliver the sum of $10,000,000 (the “Escrow Fund”) into escrow to be held and distributed by HSBC Trust Company (Canada) (the “Escrow Agent”) for a period of eighteen (18) months after the Closing Date in accordance with the terms of the Escrow Agreement, including, but not limited to, a provision providing that the Escrow Fund is owned by Seller but with no claim of right of Seller to release of such funds until such time that the Escrow Fund is, or portions thereof are, released to Seller in accordance with the terms of escrow, in substantially the form as Exhibit A (the “Escrow Agreement”); and (iii) deliver that certain promissory note in the amount of $24,000,000 (the “Note”) in the form attached hereto as Exhibit B, together with the security contemplated in Exhibit “G”.
Payment of Cash Purchase PriceThe Cash Purchase Price shall be payable at Closing by wire transfer of immediately available federal funds to such bank account or accounts as shall be designated by Seller to Buyer at least three (3) business days prior to the Closing.
Payment of Cash Purchase PriceEach Purchaser shall pay the Purchase Price in cash to the Company by wire transfer of immediately available funds, directed as follows: Axtive Corporation Bank Name: Xxxxx Fargo Bank, NA ABA/Bank ID: 000000000 Acct Name: Axtive Corporation Operating Account #: 4945023349 Beginning on the Closing Date, the Preferred Shares and Notes issuable in consideration of the Purchase Price shall be issued by the Company following the Company’s receipt of such Purchase Price.
Payment of Cash Purchase Price. Purchaser shall pay the Purchase Price in cash to the Company by wire transfer of immediately available funds, directed as follows: Avitar, Inc. Bank Name: ABA/Bank ID: Acct Name: Account #: On the Closing Date, the Preferred Shares and Preferred Stock Warrant issuable in consideration of the Purchase Price shall be issued by the Company following the Company's receipt of such Purchase Price.
Payment of Cash Purchase Price. The Cash Purchase Price payable at Closing shall be paid in the following manner: (a) At the Closing, Purchaser shall pay to Seller an amount equal to the Estimated Cash Purchase Price (as defined in Section 1.6 below) minus Seven Hundred Fifty Thousand Dollars ($750,000) by wire transfer of immediately available funds to an account designated by Seller in writing prior to Closing; and (b) At the Closing, Purchaser shall execute a promissory note in form attached hereto as EXHIBIT A (the “Promissory Note”) evidencing Purchaser’s subordinated obligation to pay Seven Hundred Fifty Thousand Dollars ($750,000) to Seller under the terms thereof.