Payment of Final Total Consideration Sample Clauses

Payment of Final Total Consideration. (a) On the business day following the determination of the Final Total TCF and Final Site Designation for all Portfolio Sites (the “Final Payment Date”), if (i) the sum of (x) the Closing Total Consideration plus (y) the Subsequent Closing Total CA/NV Consideration, if any, plus (z) the Aggregate Deferred Managed Site Consideration, in each case calculated based on the Site Designation set forth in the Updated Site List, less (ii) any refunds received by Crown pursuant to Section 4.8 or Section 4.9 plus (iii) any payments made by Crown pursuant to Section 4.8 or Section 4.9 less (iv) any Excluded Site Collocation Payments paid to or received by Crown, the Tower Operator or any Sale Site Subsidiary following the Initial Closing and on or prior to such date exceeds the sum of (1) the Final Total Consideration plus (2) the Aggregate Deferred Managed Site Consideration (calculated based on the assumption that the Deferred Managed Site Consideration for each Managed Site was based on the Final Total TCF for such Managed Site), in each case calculated based on the Final Site Designation and taking into account any Site re-designations pursuant to Section 4.8 and Section 4.9, then the T‑Mobile Parties and the T‑Mobile SPEs shall be obligated to pay Crown cash in an amount equal to such excess, together with interest thereon at a rate equal to 6% per annum (the “Interest Rate”), calculated on the basis of the actual number of days elapsed divided by 360, from the Initial Closing Date to the date of payment.
Sample 1
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Related to Payment of Final Total Consideration

  • Total Consideration The aggregate consideration (the "Consideration") payable by the Surviving Partnership in connection with the merger of the Merged Partnership with and into the Surviving Partnership shall be $8,275,000, subject to adjustments at Closing pursuant to Section 3.9 and costs paid pursuant to Section 3.10(c) and Section 3.11, plus the amount of any tax or other reserves held by the Existing Lender (hereinafter defined).

  • Initial Consideration On the Effective Date, Retrocessionaire shall reimburse Retrocedant for one hundred percent (100%) of any and all unearned premiums paid by Retrocedant under such Inuring Retrocessions net of any applicable unearned ceding commissions paid to Retrocedant thereunder.

  • Payment of Consideration The Consideration shall be paid to the Contributor in the following manner:

  • Additional Consideration Retrocessionaire agrees to pay under the Inuring Retrocessions all future premiums Retrocedant is obligated to pay pursuant to the terms of the Inuring Retrocessions to the extent that such premiums are allocable to Retrocessionaire in the manner set forth in Exhibit E hereto, and not otherwise paid by Retrocessionaire and to indemnify Retrocedant for all such premiums paid directly by Retrocedant, net of any ceding commissions and similar amounts paid by Third Party Retrocessionaires to Retrocedant.

  • Cash Consideration In case of the issuance or sale of additional Shares for cash, the consideration received by the Company therefor shall be deemed to be the amount of cash received by the Company for such Shares (or, if such Shares are offered by the Company for subscription, the subscription price, or, if such Shares are sold to underwriters or dealers for public offering without a subscription offering, the public offering price), without deducting therefrom any compensation or discount paid or allowed to underwriters or dealers or others performing similar services or for any expenses incurred in connection therewith.

  • Purchase Price Payment The total Purchase Price for the Property is the amount of the successful bid for the parcel at public auction.

  • Purchase Price; Consideration Purchaser shall, on the date hereof (the “Closing Date”), issue to Seller a promissory note, substantially in the form attached hereto as Exhibit B, in the sum of Fifteen Thousand Dollars ($15,000) (the “Promissory Note”) as the consideration for the Ownership Interests.

  • Purchase Price; Payment of Purchase Price In addition to the Assumed Liabilities described below, the aggregate consideration for the Subject Assets (the "Purchase Price") shall be the amount equal to $1.00 (the "Purchase Price").

  • Additional Considerations For each mediation or arbitration:

  • Adjustment of Consideration Notwithstanding any restriction or any other matter in this Agreement to the contrary, if, between the date of this Agreement and the Effective Time, the issued and outstanding Purchaser Shares shall have been changed into a different number of shares by reason of any split, consolidation or stock dividend of the issued and outstanding Purchaser Shares or similar event, then the Consideration to be paid per Company Share shall be appropriately adjusted to provide to Company Shareholders the same economic effect as contemplated by this Agreement and the Arrangement prior to such action and as so adjusted shall, from and after the date of such event, be the Consideration to be paid per Company Share.

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