Payment of Consideration and Letter of Intent Sample Clauses

Payment of Consideration and Letter of Intent. (a) In full consideration for the performance of this Agreement by the Sellers and the transfer and delivery to the Purchaser those Assets governed by this Agreement, the Purchaser agrees, subject to the terms, conditions and limitations set forth in this Agreement, to pay to the Sellers of The Clinic three million (3,000,000) shares of stock in Vascular, subject to the terms and conditions outlined in Exhibit 6 of this Purchase Agreement. Purchaser shall deliver a stock certificate for the three million (3,000,000) shares at the Closing. (i) The parties shall confirm the quantities and value of the assets including the inventory are consist with the values reflected in The Clinic’s financial statements of the sellers which were relied upon by the Purchaser in agreeing to the purchase price. (ii) The purchase price shall be paid in accordance with the payment schedule set forth in Exhibit 6, Schedule 2.5(d), Xxxx of Sale for payment schedule. (iii) The Purchaser shall not assume any liabilities or obligations of the Sellers pursuant to this Agreement, except those delineated in Exhibits 3 and 4, Schedules 2.2 (a) and 2.2 (b). (iv) The Purchaser and Seller agree that any accounts receivable money due Seller for dates of service prior to the close date will be shared by and between both parties whereas Seller receives seventy-five percent (75%) of all collected receivable money for dates of service prior to the closing date for a period of one year from the date of the closing. All payments received after the closing date will be depo sited into Purchasers account and reconciled on a monthly basis. Payment to Seller for Sellers portion will be made to Seller on the last business day of the month subsequent. No money will be paid to Seller on any accounts receivable money for dates of service after the closing date.
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Related to Payment of Consideration and Letter of Intent

  • EXECUTION OF SETTLEMENT AGREEMENT This Settlement Agreement may be signed in one or more counterparts which together shall constitute a binding agreement.

  • Limitations on Execution and Delivery, Transfer and Surrender of Receipts As a condition precedent to the execution and delivery, registration of transfer, split-up, combination or surrender of any Receipt or withdrawal of any Deposited Securities, the Depositary, Custodian or Registrar may require payment from the depositor of Shares or the presenter of the Receipt of a sum sufficient to reimburse it for any tax or other governmental charge and any stock transfer or registration fee with respect thereto (including any such tax or charge and fee with respect to Shares being deposited or withdrawn) and payment of any applicable fees as herein provided, may require the production of proof satisfactory to it as to the identity and genuineness of any signature and may also require compliance with any regulations the Depositary may establish consistent with the provisions of this Deposit Agreement, including, without limitation, this Section 2.6. The delivery of Receipts against deposits of Shares generally or against deposits of particular Shares may be suspended, or the transfer of Receipts in particular instances may be refused, or the registration of transfer of outstanding Receipts generally may be suspended, during any period when the transfer books of the Depositary are closed, or if any such action is deemed necessary or advisable by the Depositary or the Issuer at any time or from time to time because of any requirement of law or of any government or governmental body or commission, or under any provision of this Deposit Agreement, or for any other reason, subject to the provisions of Section 7.7 hereof. Notwithstanding any other provision of this Deposit Agreement or the Receipts, the surrender of outstanding Receipts and withdrawal of Deposited Securities may not be suspended subject only to (i) temporary delays caused by closing the transfer books of the Depositary or the Issuer or the deposit of Shares in connection with voting at a shareholders' meeting, or the payment of dividends, (ii) the payment of fees, taxes and similar charges, and (iii) compliance with any U.S. or foreign laws or governmental regulations relating to the Receipts or to the withdrawal of the Deposited Securities. Without limitation of the foregoing, the Depositary shall not knowingly accept for deposit under this Deposit Agreement any Shares required to be registered under the provisions of the Securities Act, unless a registration statement is in effect as to such Shares.

  • LETTER OF INTENT You can reduce the sales charge you pay on Class A shares by investing a certain amount over a 13-month period. Please indicate the total amount you intend to invest over the next 13- months. □$25,000 □$50,000 □$100,000 □ $250,000 □$500,000 □$1,000,000 If you already own Class A shares of Pinnacle Funds, you may already be eligible for a reduced sales charge on Class A share purchases. Please provide the account number(s) below to qualify (if eligible). Account No. Account No. □ Net Asset Value (NAV). I have read the prospectus and qualify for a complete waiver of the sales charge on Class A shares. Registered representatives may complete the Dealer Information section as proof of eligibility. Reason for Waiver:

  • Entire Agreement; Amendment of this Agreement This Agreement constitutes the entire agreement between the parties with respect to the Funds. No provision of this Agreement may be changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the change, waiver, discharge or termination is sought.

  • ENTIRE AGREEMENT; MODIFICATION AND WAIVER (a) This instrument contains the entire agreement of the parties relating to the subject matter hereof, and supercedes in its entirety any and all prior agreements, understandings or representations relating to the subject matter hereof, except that the parties acknowledge that this Agreement shall not affect any of the rights and obligations of the parties under any agreement or plan entered into with or by the Bank or the Company pursuant to which the Executive may receive Base Salary or other compensation except as set forth in Section 12 hereof. No modifications of this Agreement shall be valid unless made in writing and signed by the parties hereto. (b) This Agreement may not be modified or amended except by an instrument in writing signed by the parties hereto. (c) No term or condition of this Agreement shall be deemed to have been waived, nor shall there be any estoppel against the enforcement of any provision of this Agreement, except by written instrument of the party charged with such waiver or estoppel. No such written waiver shall be deemed a continuing waiver unless specifically stated therein, and each such waiver shall operate only as to the specific term or condition waived and shall not constitute a waiver of such term or condition for the future as to any act other than that specifically waived.

  • ENTIREAGREEMENT This Agreement, along with its schedules, constitutes the entire Agreement between the Parties with respect to the subject matter hereof and supersedes any and all understandings, any other agreements, allotment letter, correspondences, arrangements whether written or oral, if any, between the Parties in regard to the said apartment/plot/building, as the case may be.

  • Modification of Settlement Agreement Any modification to this Settlement Agreement shall be in writing and signed by the Parties.

  • Limitations on Execution and Delivery, Transfer, etc of ADSs;

  • Settlement Agreement Respondent understands that Respondent has the right to a formal adjudicatory hearing concerning this matter and that at said hearing

  • Termination of Merger Agreement This Agreement shall be binding upon Holder upon Holder’s execution and delivery of this Agreement, but this Agreement shall only become effective upon the Closing. Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect.

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