Payment of Holdback. Assignor shall be entitled to release of he Holdback, including all interest earned thereon, in accordance with the procedure set forth below, upon: (a) issuance of a certificate of substantial completion by Tenant's architect, which certificate may be the AIA form or another form reasonably acceptable to Assignee certifying that the Tenant Improvements have been substantially completed (except for minor items of fit or finish or similar “punchlist” items); (b) delivery to Assignee of all required municipal approvals necessary to permit occupancy of the building such as certificates of completion or occupancy; (c) delivery of final, unconditional lien waivers from all contractors, subcontractors, materialmen and vendors that performed work or provided materials in connection with the Tenant Improvements; (d) delivery of an estoppel certificate from Tenant for the benefit of Assignee as landlord under the Lease, indicating among other things that all Tenant Improvement work has been completed in accordance with the terms of the Lease, in the form attached to the Lease; (e) satisfaction of any other terms and conditions for release of the Holdback as set forth in the Lease and/or the Escrow Agreement; and (f) Assignee's written approval of all of the foregoing items delivered to Assignee and satisfaction of all other conditions required for the Holdback, which approval shall not be unreasonably withheld, conditioned or delayed. Upon receipt of Assignee’s written confirmation as set forth in (f) above, Assignor shall forward such confirmation to Escrow Agent and instruct Escrow Agent to disburse the Holdback to Assignor. Assignor shall simultaneously send a copy of such disbursement request to Assignee. Unless Assignee provides a written objection (stating such objection with specificity) to Assignor and Escrow Agent within three (3) business days following receipt of such disbursement request, Escrow Agent shall immediately remit the Holdback to Assignor.
Payment of Holdback. 3 - On the Holdback 3 Release Date, the Purchaser shall pay to the Shareholder the full amount of Holdback 3 less the Holdback 3 Discount Amount which shall be calculated as follows:
Payment of Holdback. The Holdback shall be paid by Purchaser to BSI twenty-four (24) months after the Effective Date, subject to setoff and holdback under SECTION 7.4(c) and SECTION 5.2. The rights of Purchaser under SECTIONS 5.2 and 7.4(a) shall not be in any manner limited to the amount of the Holdback, and BSI shall be fully liable for any deficiency in any or all of the Holdback to cover its obligations under this Agreement. Any amount that is retained in the Holdback pursuant to SECTION 7.4(C) with respect to any particular matter and which is not used in the resolution or settlement of that matter shall be paid by Purchaser to BSI ten business days after the matter giving rise to the retention is finally resolved. Any payment under this SECTION 2.4 shall include interest thereon, calculated at the rate of 6% per annum from the Closing Date.
Payment of Holdback. (a) The Holdback Amount will be released by Purchaser to the Stockholders as set forth in Section 2.2.3, on each of the three month anniversary, six month anniversary, and twenty four month anniversary (respectively, the “First Release Date”, “Second Release Date”, and “Final Release Date”), less any amount of the Holdback Amount retained by Purchaser (i) to satisfy Uncontested Claims or Contested Claims (as defined in Section 8.4.2.2) for amounts determined to be owed to Purchaser under the indemnity provisions of Article VIII or under Section 8.4.2.2 (“Damages”) and for any award of attorneys’ fees and charges under the terms of this Agreement (a “Prevailing Party Award”) in accordance with the procedures set forth in Article VIII; and (ii) with respect to then pending but unresolved Contested Claims or Third Party Claims (as defined in Section 8.2). Upon resolution under Sections 8.4.2.3 and 8.4.2.4 of each pending Contested Claim or Third Party Claim under clause (ii), Purchaser will either retain or release the amount of the Holdback Amount in dispute to the Stockholders, as applicable.
Payment of Holdback. On the date that is eighteen (18) months after the Closing Date, the Title Company shall release to Seller the Accounts Payable Holdback Amount remaining as of such date by wire transfer of immediately available funds, less the amount of any invoices for which Buyer has requested payment or reimbursement pursuant to this Section 8. If there remain any unused portions of the Accounts Payable Holdback Amount after resolution of such requests for payment or reimbursement, such unused portions of the Accounts Payable Holdback Amount shall be paid to Seller promptly following resolution of such requests.
Payment of Holdback. On the date that is six (6) months after the Closing Date, the Title Company shall release to Seller an amount equal to half of the Indemnity Holdback Amount remaining as of such date by wire transfer of immediately available funds, less the amount of any then-pending or unresolved claims for Losses asserted pursuant to this Section 9, and on the date that is twelve (12) months after the Closing Date, the Title Company shall release to Seller the Indemnity Holdback Amount remaining as of such date by wire transfer of immediately available funds, less the amount of any then-pending or unresolved claims for Losses asserted pursuant to this Section 9. If there remain any unused portions of the Indemnity Holdback Amount after resolution of such pending or unresolved claims for Losses, such unused portions of the Indemnity Holdback Amount shall promptly be paid to Seller promptly following resolution of such claims.
Payment of Holdback. On July 28, 2000 Buyer shall pay to Seller, by certified cheque (certified by a bank acceptable to Seller) the sum of C$50,000; PROVIDED that Buyer shall be released of its obligation under this Section 2.4 to make such payment, and the Purchase Price shall be deemed to be reduced by such sum, if and only if, on July 28, 2000, Buyer actually delivers to Seller (at Seller's addresses specified in Section 8.2(b)) reasonably acceptable evidence that a third party unrelated to the Buyer has in good faith filed with the Trade-Marks Office an opposition or challenge, which is still pending or successfully resolved in favour of such third party as of July 28, 2000 (or as of the latest date preceding July 28, 2000 for which such evidence is reasonably available), with respect to an application by Buyer with the Trade-Marks Office either (i) to amend the existing registration of the Trademark or (ii) to obtain a new registration of the "A1" trade xxxx to include specifically "steak sauce" in the description of wares, without any other material changes from the existing description of wares in the registration of the Trademark. For the avoidance of doubt, Buyer shall be released from its payment obligation under this Section 2.4 only by such delivery of acceptable evidence, regardless of any delay or failure by Buyer to file such application, and such payment obligation shall not be subject to any setoff, deduction, or other withholding. Notwithstanding the foregoing, Buyer shall promptly make such payment upon (a) the expiry of any applicable period for the filing of a objection or challenge with respect to such application filed by Buyer, if no timely objection or challenge has been filed, or (b) the successful resolution by the Trade-Marks Office of any such objection or challenge in Buyer's favour.
Payment of Holdback. On the Closing Date, upon the terms and subject to the conditions of this Agreement, Buyer shall pay the Holdback to the Stockholders’ Representatives, to be held by them and distributed in accordance with Section 3.2(e) and the Letters of Transmittal.
Payment of Holdback after issuance of certificate of Total Performance of Work, submit an application for payment of holdback amount in accordance with City’s General Conditions for Construction.
Payment of Holdback after issuance of Certificate of Substantial Performance of Work, submit application for payment of holdback amount in accordance with contractual agreement.
