Payment of Initial Payment Amount Sample Clauses

Payment of Initial Payment Amount. (a) On the Closing Date, Buyer shall make the following payments: (i) Buyer will pay any Estimated Closing Indebtedness pursuant to the wire instructions set forth in the Pay-Off Letters. (ii) Buyer will pay any Estimated Company Transaction Expenses pursuant to the wire transfer instructions set forth in the Invoices. (iii) Buyer shall deliver the Escrow Funds to the Escrow Account to be held by the Escrow Agent in accordance with the terms and conditions of this Agreement and the Escrow Agreement. (b) Buyer shall issue in the name of each Seller, or as directed by each Seller on the applicable execution page hereof, a certificate representing the Proportionate Share of Akerna Shares to which such Seller is entitled in respect of the Initial Payment Amount and deliver such certificates to the Sellers. (c) Buyer shall pay the remaining Initial Payment Amount (after payment or retention, as applicable, of the above amounts) to the Sellers in accordance with the wire instructions provided pursuant to Section 3.1(a)(vi).
Sample 1
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Payment of Initial Payment Amount. (a) At least five (5) business days prior to the date on which Bidco is to make payment to Moto Shareholders pursuant to the Acquisition, the parties shall mutually agree, each acting reasonably, on an estimate (the “Initial Payment Amount”) of the aggregate of the amounts specified in Sections 1.4.4 (A), (B), (D)(i) and (E), which Initial Payment Amount will include only an estimate, based on the best information then available and supported by such supporting documentation as either of the parties may reasonably require. (b) At least two (2) business days prior to the date on which Bidco is to make payment to Moto Shareholders pursuant to the Acquisition, AngloGold or its subsidiary shall deliver the Initial Payment Amount as follows: (A) AngloGold or its subsidiary shall transfer to Holdco by way of immediately deliverable funds an amount equal to: (I) the estimated amount of cash necessary to pay cash to all of the Moto Shareholders who chose to receive cash in respect of their Moto Shares, as described in Section 1.1(i) hereof (the “Acquisition Cash”), it being agreed that the Acquisition Cash shall in no event exceed the Maximum Cash Amount multiplied by a good faith estimate of the number of Moto Shares expected to be outstanding as at the Completion Time; and (II) the estimated amount required to be paid by AngloGold pursuant to the provisions of Section 1.4.4(D)(i); and (B) AngloGold or its subsidiary shall transfer to Randgold by way of immediately deliverable funds an amount equal to the balance of the Initial Payment Amount. (c) Forthwith upon receipt by Holdco and Randgold of the payments set forth above in Section 1.4.5(b), and in consideration therefor, Randgold shall (i) transfer to AngloGold or its subsidiary such number of shares of Holdco, and/or (ii) procure that Holdco will issue to AngloGold or its subsidiary such number of shares of Holdco, as is necessary to ensure that, following delivery of the Initial Payment Amount in accordance with the provisions of Section 1.4.5(b) and the transfer and/or issuance of such shares of Holdco, each of Randgold and AngloGold (or their respective subsidiaries) holds 50% of the number of issued and outstanding shares of Holdco. In the event that there is any restriction under applicable Jersey law that would prevent Randgold (or a subsidiary of Randgold) from holding a beneficial 50% interest in Holdco prior to the Completion Time, the parties agree to co-operate in making such arrangements (and cau...
Sample 1

Related to Payment of Initial Payment Amount

  • Initial Payment Interconnection Customer shall elect (and provide its election to the Transmission Provider within five days of the commencement of negotiation of the GIA pursuant to Section 11.2 of the GIP) to make either 1) an initial payment equal to twenty

  • Payment Amount Payment for the Services shall be as follows: (choose one) ☐ - $______________________ for the Services (“Payment”). ☐ - At an hourly rate of $____ per hour (“Payment”). ☐ - Other. ______________________________________________ (“Payment”) If the Subcontractor asserts a claim which involves, in whole or in part, acts or omissions which are the responsibility of the Client or another person for whom a claim may be submitted, including but not limited to, claims for failure to pay, an extension of time, impacts, delay damages, or extra work, the Contractor shall present the Subcontractor's claim to the Client or other responsible party provided the Subcontractor presents to Contractor competent supporting evidence and in sufficient time for the Contractor to do so. The Subcontractor shall cooperate fully with the Contractor in any and all steps the Contractor takes in connection with prosecuting such a claim and shall hold harmless and reimburse the Contractor for all expenses, including legal expenses, incurred by the Contractor which arise out of the Contractor's submission of the Subcontractor's claims to the Client or other responsible party(ies). The Subcontractor shall be bound by any adjudication or award in any action or proceeding resolving such a claim.

  • Payment of Settlement Amount (1) Within thirty (30) days of the Execution Date, the Settling Defendants shall pay the Settlement Amount to Siskinds LLP for deposit into the Trust Account. The Settlement Amount shall be converted into Canadian currency upon deposit into the Trust Account. (2) The Settling Defendants shall deposit the Settlement Amount into the Trust Account by wire transfer. Siskinds LLP shall provide the necessary wire transfer information to Counsel for the Settling Defendants with reasonable advance notice so that the Settling Defendants have a reasonable period of time to comply with section 3.1(1) of this Settlement Agreement. (3) The Settlement Amount and other consideration to be provided in accordance with the terms of this Settlement Agreement shall be provided in full satisfaction of the Released Claims against the Releasees. (4) The Settlement Amount shall be all-inclusive of all amounts, including without limitation, interest, costs, Class Counsel Fees and Class Counsel Disbursements. (5) The Releasees shall have no obligation to pay any amount in addition to the Settlement Amount, for any reason, pursuant to or in furtherance of this Settlement Agreement or the Proceedings or any Other Actions. (6) Once a Claims Administrator has been appointed, Siskinds LLP shall transfer control of the Trust Account to the Claims Administrator. (7) Siskinds LLP and the Claims Administrator shall maintain the Trust Account as provided for in this Settlement Agreement. While in control of the Trust Account, Siskinds LLP and the Claims Administrator shall not pay out all or part of the monies in the Trust Account, except in accordance with this Settlement Agreement, or in accordance with an order of the Courts obtained after notice to the Parties.

  • Payment Amounts The aggregate Payments to be made in any fiscal year shall not exceed an amount that is equal to the corresponding Appropriated Amount. (For example, for the Payments due on December 1, 2022 and on June 1, 2023, the aggregate maximum amount of such Payments would be determined by the Appropriated Amount determined for certification by December 1, 2021.) Furthermore, the amount of each such Payment shall not exceed the amount of Incremental Property Tax Revenues (excluding allocations of “back-fill” or “make-up” (payments from the State of Iowa for property tax credits or roll-back) actually received by the City from the Dubuque County Treasurer attributable to the taxable incremental valuation of the Property in the six (6) months immediately preceding the extant Payment due date.

  • Initial Payments An initial payment of Zero ($ 0.00 ) shall be made upon execution of this Agreement and is the minimum payment under this Agreement. It shall be credited to the Owner’s account in the final invoice.

  • Distributions Payable in Cash; Redemption Payments In the event that the Board of the Investment Company shall declare a distribution payable in cash, the Investment Company shall deliver to FTIS written notice of such declaration signed on behalf of the Investment Company by an officer thereof, upon which FTIS shall be entitled to rely for all purposes, certifying (i) the amount per share to be distributed, (ii) the record and payment dates for the distribution, and (iii) that all appropriate action has been taken to effect such distribution. Once the amount and validity of any dividend or redemption payments to shareholders have been determined, the Investment Company shall transfer the payment amounts from the Investment Company's accounts to an account or accounts held in the name of FTIS, as paying agent for the shareholders, in accordance with any applicable laws or regulations, and FTIS shall promptly cause payments to be made to the shareholders.

  • Treatment of Installment Payments Each payment of termination benefits under this Agreement shall be considered a separate payment, as described in Treas. Reg. Section 1.409A‑2(b)(2), for purposes of Section 409A of the Code.

  • Agreement Amount The Grantee acknowledges and agrees that, notwithstanding any other provision of this Agreement, the maximum amount payable by the City under this Agreement for the initial ## month term shall not exceed the amount approved by City Council, which is $ (dollar amount), and $ (dollar amount) per ## month extension option, for a total Agreement amount of $ . Continuation of the Agreement beyond the initial ## months is specifically contingent upon the availability and allocation of funding, and authorization by City Council. Additional compensation terms are included in Exhibit B.3.

  • BID; INITIAL PAYMENT The Assuming Institution has submitted to the Receiver a Deposit premium bid of 0% and an Asset premium (discount) bid of $(26,800,000) (the “Bid Amount”). The Deposit premium bid will be applied to the total of all Assumed Deposits except for brokered, CDARS, and any market place or similar subscription services Deposits. On the Payment Date, the Assuming Institution will pay to the Corporation, or the Corporation will pay to the Assuming Institution, as the case may be, the Initial Payment, together with interest on such amount (if the Payment Date is not the day following the day of Bank Closing) from and including the day following Bank Closing to and including the day preceding the Payment Date at the Settlement Interest Rate.

  • Final Payment All items or Automated Clearing House (ACH) transfers credited to your account are provisional until we receive final payment. If final payment is not received, we may charge your account for the amount of such items or ACH transfers and impose a return item charge on your account. Any collection fees we incur may be charged to your account. We reserve the right to refuse or return any item or funds transfer.

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