Payment of Exchange Consideration. Parent shall deliver 100% of the Exchange Consideration payable to each respective Partner against delivery by such Partner of a Letter of Transmittal together with all certificates representing such Partner’s MI LP Interest, conveying all of such Partner’s MI LP Interest to Parent at Closing.
Payment of Exchange Consideration. At the Closing, each of the Stockholders shall, upon the surrender to Buyer or an exchange agent selected by Buyer of the certificates for his or her Common Stock, receive certificates representing a pro rata portion of shares of Buyer's Common Stock and Preferred Stock.
Payment of Exchange Consideration. Parent shall deliver payment of the Exchange Consideration by delivery of cash and Parent Common Stock such that 30% of the Exchange Consideration (and any installment thereof) is delivered to the Shareholder in cash and 70% of the Exchange Consideration (and any installment thereof) is delivered in Parent Common Stock. For purposes of this Section 1.3, such shares of Parent Common Stock shall have a per share value equal to the IPO Price. The Exchange Consideration shall be paid on the IPO Closing Date.
Payment of Exchange Consideration. Parent shall deliver 100% of the Exchange Consideration payable to each respective Shareholder against delivery by such Shareholder of a Letter of Transmittal together with all certificates representing such Shareholder’s Transferred Stock, conveying all of such Shareholder’s Transferred Stock to Parent at Closing.
Payment of Exchange Consideration. Parent shall deliver 100% of the Exchange Consideration payable to each respective Holder against delivery by such Holder of a Letter of Transmittal together with each original promissory note and all amendments thereto representing all of such Holder’s Notes (or appropriate affidavit if such note has been lost, stolen or destroyed), conveying all of such Holder’s Notes, and all of such Holder’s interest in the Note Indebtedness, to Parent at Closing.
Payment of Exchange Consideration. All of the Exchange Consideration shall be paid and delivered by BrightStar to the Escrow Agent (defined below) for release to the Shareholders on the IPO Closing Date.
Payment of Exchange Consideration. 3 1.3.1 Closing Before Receipt of the 1997 Audit Report........................................3 1.3.2 Closing After Receipt of the 1997 Audit Report.........................................3 1.3.3 Specific Form of Consideration Payable to Each Shareholder.............................3 1.3.4
Payment of Exchange Consideration. 3 1.3.1 Closing Before Receipt of the 1997 Audit Report . . . . . . . . . . . . . . . . . . . . . . 3 1.3.2 Closing After Receipt of the 1997 Audit Report. . . . . . . . . . . . . . . . . . . . . . . 3 1.3.3
Payment of Exchange Consideration. On the Closing Date, in consideration for the contribution of the Membership Interests to Public Company and the agreement of Xxxxxx and Xxxxxxx pursuant to Section 6.8, Public Company shall (a) pay to the Members an aggregate amount equal to $17,699,378 less $1,769,938 (the “Escrow Amount”) (such net amount being referred to as the “Cash Amount”) and (b) deliver to Xxxxxx and Xxxxxxx certificates representing an aggregate of 4,300 shares of Series K Preferred Stock (the “Shares”) less 430 shares of Series K Preferred Stock (the “Escrow Shares”) (such net amount being referred to as the “Closing Shares”). Public Company shall, concurrently therewith, deposit the Escrow Amount and the Escrow Shares into the Escrow. The Cash Amount shall be paid to the Members in the amounts set forth on Schedule 2.2(a) by means of a check or by wire transfer of immediately available funds to the bank accounts designated by the Members in written wire transfer instructions delivered to Public Company not less than two Business Day prior to the Closing Date. The Shares shall be delivered to Xxxxxx and Xxxxxxx in the amounts set forth on Schedule 2.2(b).
Payment of Exchange Consideration. Upon the terms and subject to the condition of the Exchange Offer (including, if the Exchange Offer is extended or amended, the terms and conditions of any such extension or amendment), we will accept for exchange and pay for all Preferred Stock that are validly tendered on or prior to the Expiration Date and not properly withdrawn pursuant to the Exchange Offer as soon as we are permitted to do so under applicable law, subject to the satisfaction or waiver of the conditions set forth in "The Exchange Offer -- Conditions." For a description of our right to terminate the Exchange Offer and not accept for payment or pay for the Preferred Stock or to delay acceptance for payment or payment for Preferred Stock, see "The Exchange Offer -- Expiration Date; Extensions; Amendments." For purposes of the Exchange Offer, we shall be deemed to have accepted for payment tendered Preferred Stock when, as and if we give oral or written notice of our acceptance to the Exchange Agent. We will pay for shares of Preferred Stock accepted for payment pursuant to the Exchange Offer by depositing the applicable Exchange Consideration with the Exchange Agent. The Exchange Agent will act as your agent for the purpose of receiving payments from us and transmitting such payments to you. In all cases, payment for Preferred Stock accepted for payment pursuant to the Exchange Offer will be made only after timely receipt by the Exchange Agent of certificates for such Preferred Stock (or of a confirmation of a book-entry transfer of such Preferred Stock into the Exchange Agent's account at DTC (as defined in the "The Exchange Offer -- Procedure for Tendering Preferred Stock")) and a properly completed and duly executed Letter of Transmittal and any other required documents. Accordingly, payment may be made to tendering stockholders at different times if delivery of the Preferred Stock and other required documents occurs at different times. For a description of the procedure for tendering Preferred Stock pursuant to the Exchange Offer, see "The Exchange Offer -- Procedures for Tendering Preferred Stock." UNDER NO CIRCUMSTANCES WILL WE PAY INTEREST ON THE CONSIDERATION PAID FOR PREFERRED STOCK PURSUANT TO THE EXCHANGE OFFER, REGARDLESS OF ANY DELAY IN MAKING SUCH PAYMENT. IF WE INCREASE THE EXCHANGE CONSIDERATION TO BE PAID FOR PREFERRED STOCK PURSUANT TO THE EXCHANGE OFFER, WE WILL PAY SUCH INCREASED EXCHANGE CONSIDERATION FOR ALL PREFERRED STOCK EXCHANGED PURSUANT TO THE EXCHANGE OFFER. ...
