Payment of Deferred Purchase Price. Subject to the provisions of Clause 3.3(b), the Deferred Purchase Price in respect of a Purchased Receivable shall be payable by the Master Purchaser to the Relevant Seller as deferred consideration as follows:
Payment of Deferred Purchase Price. Subsection 16.2
Payment of Deferred Purchase Price. (A) After the Closing, Buyer agrees to pay to Seller the balance of the Purchase Price in installments (each such payment, a "Deferred Payment") in accordance with the following schedule. Each Deferred Payment shall be made on the date that falls in the month specified below for such Deferred Payment and which corresponds to the Closing Date. If such date falls on a day which is not a business day, the payment shall be made on the next business day thereafter.
Payment of Deferred Purchase Price. Purchaser will pay to the Sellers the Deferred Purchase Price in cash on the earlier of a) June 30, 2001, or b) three (3) business days after completion of the Equity Offering. For purposes hereof, "Equity Offering" shall mean the sale, in a single transaction or a series of transactions in the year 2001, whether completed before or after the Closing Date, of Purchaser's common stock, preferred stock, convertible securities (including convertible notes), any other equity instrument or any combination thereof, for aggregate gross consideration of not less than $4,000,000. Purchaser will give written notice to Sellers of the completion of the Equity Offering,
Payment of Deferred Purchase Price. Within thirty (30) days following receipt of the Entitlements, Buyer shall pay to Declarant in Cash Equivalent the Deferred Purchase Price, if any is due and owing, determined as set forth below.
Payment of Deferred Purchase Price. The Company will not, and will not permit any of its Subsidiaries to, make any payment of a deferred purchase price for assets acquired unless (a) the Company is in compliance with all covenants set forth in this Agreement, including the financial covenants set forth in Section 10.10, on a pro forma basis after giving effect to such payment and (b) the Company and its Subsidiaries have Liquidity of at least $20,000,000 on a pro forma basis after giving effect to such payment.
Payment of Deferred Purchase Price. (a) Subject to the terms and conditions of Section 1.2(b) above, on each of the three, six and nine month anniversary dates of the Closing, JAWS shall pay to Seller, by wire transfer or certified check, $250,000 (up to an aggregate maximum amount of $750,000) of the Deferred Cash Consideration; provided, however, that Seller's right to receive any unpaid portion of the Deferred Cash Consideration shall subject to the limitations and rights of JAWS set forth in Section 1.6 below.
(b) Subject to the terms and conditions of Sections 1.2(b) above and Section 1.6 below, on or before each of the forty-fifth (45) day following the twelve (12) and twenty-four (24) month anniversary date of the Closing, JAWS will deliver to Sellers the following:
(i) the shares representing the Deferred JAWS Common Stock as provided in Section 1.2(b) and Schedule 1.2(b); and
(ii) in the event the payment of Deferred JAWS Common Stock is less than one hundred percent of that contemplated by Section 1.2(b) and Schedule 1.2(b), a certificate of JAWS setting forth its calculation of EBIT accompanied by a report thereon by JAWS' independent public accountants covering their review of such calculation.
Payment of Deferred Purchase Price. The Deferred Purchase Price will be paid to Dxxxxxx according to Schedule A attached hereto. Notwithstanding the foregoing sentence, the Corporation shall pay to Dxxxxxx (or her personal representative) the full unpaid balance of the Deferred Purchase Price (i) within 30 business days following the occurrence of a Full Distribution Trigger Event (other than Dxxxxxx’x separation of service) or (ii) promptly upon the expiration of the 6-month period following Dxxxxxx’x separation of service from the Corporation for any reason.
Payment of Deferred Purchase Price. The Deferred Purchase Price Payment shall be paid on the Deferred Payment Date, as follows:
(a) Buyer Parent shall cause Viner to pay to the Company, at least 25% of the Deferred Purchase Price Payment in cash in immediately available U.S. funds by wire transfer to an account designated by the Company in writing at least three (3) business days prior to the Deferred Payment Date (the "Designated Account"). The remaining balance of the Deferred Purchase Price Payment not so paid in cash in accordance with this Section 3.04(a) may be paid, at the discretion of Buyer Parent, in accordance with Section 3.04(b).
(b) Any portion of the Deferred Purchase Price Payment not paid in cash (such portion, the "Remaining Amount") shall be paid by effecting the transactions specified in clauses (i) through (iv), below, in the order specified below, in immediate succession. Unless the entire Deferred Purchase Price Payment is paid in cash, not later than five (5) business days prior to the Deferred Payment Date, Buyer Parent shall deliver a written notice (the "Deferred Payment Notice") to Seller Parent specifying (1) the portion of the Deferred Purchase Price Payment to be paid in cash in accordance with Section 3.04(a), (2) the aggregate amount in dollars of Buyer Parent Shares, if any, that Buyer Parent elects to sell to Seller Parent pursuant to clause (i) below (the "Share Amount"), (3) the aggregate principal amount of Viner Debentures, if any, that Viner elects to sell to the Company or, at the Company's election, a U.S. Affiliate of the Company, pursuant to clause (ii) below (the "Debenture Amount"), (4) the account to which Seller Parent is directed to wire the purchase price payable to Buyer Parent pursuant to clause (i), if applicable, and (5) the account to which the Company or, at the Company's election, its applicable U.S. Affiliate is directed to wire the purchase price payable to Viner pursuant to clause (ii), if applicable. Anything to the contrary notwithstanding, the value of the Buyer Parent Shares, if any, to be purchased by Seller Parent pursuant to clause (i) below, determined in accordance with clause (i), together with the aggregate principal amount of the Viner Debentures to be purchased by the Company or, at the Company's election, its applicable U.S. Affiliate pursuant to clause (ii) below, shall equal the Remaining Amount.
(i) To the extent specified in the Deferred Payment Notice, Seller Parent shall pay Buyer Parent an amount in cash in imme...
Payment of Deferred Purchase Price. On each Settlement Date, the Purchaser shall pay to the Primary Servicer accrued interest on the Deferred Purchase Price and the Purchaser may, at its option, prepay in whole or in part the principal amount of the Deferred Purchase Price; provided that no such payment shall be made at any time when an Event of Termination is continuing or would result from such payment. At such time following the Facility Termination Date when all principal, interest, fees, expenses, costs and all other obligations and amounts owed by the Purchaser under the Loan Agreement shall have been paid in full, the Purchaser shall apply, on each Settlement Date, Total Collections received by the Purchaser pursuant to Section 1.04(b) (and not previously distributed) first to the repayment of accrued interest on the Deferred Purchase Price, and then to the reduction of the principal amount of the Deferred Purchase Price. All payments by the Purchaser under this Section 1.04(c) shall be made by a deposit in same day funds to the Primary Servicer Account, and the Primary Servicer shall remit the amounts so received, on a pro rata basis, to the applicable Providers.
