Payment of Purchase Price at the Closing Sample Clauses

Payment of Purchase Price at the Closing. At the Closing, Buyer will pay the Base Purchase Price to Seller by wire transfer of immediately available funds to an account specified by Seller in writing at least three Business Days prior to the Closing.
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Payment of Purchase Price at the Closing. At the Closing, and subject to the satisfaction or waiver of all of the conditions set forth in Section 6.1 and Section 6.2:
Payment of Purchase Price at the Closing. At the Closing, (a) either (i) the Deposit shall be applied to the Purchase Price and delivered by the Escrow Agent to the Seller or (ii) if the Letter of Credit shall have been delivered to the Seller, the Seller shall draw upon the Letter of Credit, in each case, as provided in Section 2.01, (b) $4,500,000 of the Purchase Price shall be paid by the delivery of the Purchase Money Note to the Seller, (c) $3,000,000 of the Purchase Price shall be paid by the issuance of the Preferred Interests and (d) the balance of the Purchase Price (as adjusted pursuant to Sections 2.04, 2.05, 2.06, 9.06 and 9.20) shall be paid by the Purchaser to the Seller by wire transfer of immediately available funds to one or more accounts of the Seller, which accounts the Seller shall specify to the Purchaser at least two (2) Business Days prior to the Closing Date.
Payment of Purchase Price at the Closing. At the Closing, the Buyer shall deliver, by wire transfer of immediately available funds to an account or accounts specified by the Seller, an amount equal to the Fixed Purchase Price, plus the Estimated Working Capital Amount (which may be a negative number), minus the Capital Expenditure Deficit, and minus the Subscriber Adjustment, if any.
Payment of Purchase Price at the Closing. At the Closing: (a) Buyer or FTI shall, in accordance with the Purchase Price Schedule, deliver (i) the Closing Cash Payment, by wire transfer of immediately available funds, and (ii) the Aggregate Excess Shares; and (b) Buyer or FTI shall deposit with an escrow agent (the “Escrow Agent”) (i) all Share Consideration other than the Aggregate Excess Shares (the “Escrowed Shares”) and (ii) a portion of the Cash Consideration, which portion shall include the Aggregate Excess Cash, equal to $12,900,000 minus an amount equal to the number of Escrowed Shares multiplied by the Closing Date Value, pursuant to the terms of an escrow agreement substantially in the form of Exhibit 2.2(b) (the “Escrow Agreement”), and such shares of Common Stock and cash (plus all income accrued thereon) (the “Escrowed Amounts”) shall be maintained by the Escrow Agent in accordance with the Escrow Agreement.
Payment of Purchase Price at the Closing. At the Closing: (a) Buyer shall deliver or cause to be delivered to Seller the Estimated Cash Consideration by wire transfer of immediately available funds to the account or accounts designated by Seller on Schedule 1.3(a); (b) Buyer shall deliver, or cause to be delivered, the Escrow Amount by wire transfer of immediately available funds to the Escrow Agent; (c) Buyer shall pay, or cause to be paid, on behalf of Seller, the Seller Transaction Expenses by wire transfer of immediately available funds as directed by Seller; (d) Buyer shall repay, or cause to be repaid, on behalf of the Company, all amounts necessary to discharge fully the then outstanding balance of all Indebtedness of the Company, by wire transfer of immediately available funds in accordance with the Payoff Letters; and (e) The closing certificates and other documents and agreements required to be delivered pursuant to this Agreement with respect to the Closing will be exchanged. Notwithstanding anything to the contrary, Buyer may pay the Company any amounts treated as wages to a current or former employee of the Company, which shall pay such amounts, less applicable withholding Taxes, to the respective recipient through the Company's payroll system.
Payment of Purchase Price at the Closing. At the Closing: 1.4.1. Seller shall assign and transfer, or cause to be assigned and transferred, to Buyer good and valid title in the Shares, free and clear of all liens, encumbrances, covenants, restrictions, voting trust agreements, charges, Taxes or other adverse claims, and shall do so by delivering to Buyer certificates representing the Shares accompanied by duly executed stock powers endorsed in blank for transfer; 1.4.2. Buyer shall, by cashier's or certified check or by wire transfer, deposit the Escrow Amount in the Escrow Account; 1.4.3. Buyer shall deliver the Net Purchase Price to the individuals, entities and accounts, and in the amounts, all as set forth in a written schedule to be provided to Buyer by Seller at least one (1) day before the Closing Date, and to be signed by the Trustees for Seller; 1.4.4. Buyer shall make all Net Purchase Price payments by cashiers' or certified check(s) or wire transfers(s). 1.4.5. The parties shall deliver and exchange all other instruments, documents, certificates, and opinions required by this Agreement.
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Payment of Purchase Price at the Closing. Upon the terms and subject to the conditions contained herein, the purchase price for the Units payable at Closing will be equal to (a) (i) seven multiplied by (ii) 2014 EBITDA (which the Parties agree is equal to $1.9 million), less (b) Estimated Debt, less (c) the amount, if any, by which Target Net Working Capital exceeds Estimated Net Working Capital, plus (d) the amount, if any, by which Estimated Net Working Capital exceeds Target Net Working Capital, (collectively, the “Closing Purchase Price”). In addition to the Closing Purchase Price, the Buyer shall pay the Earn-Out Payments as described in and in accordance with Section 1.4 (together with the Closing Purchase Price, the “Purchase Price”). At the Closing, Buyer shall pay the Closing Purchase Price, as adjusted pursuant to Section 1.3 below, by wire transfer of immediately available funds, to the account(s) designated in writing by Sellers at least two Business Days prior to Closing. Each Seller will receive its portion of the Purchase Price in proportion to such Seller’s ownership of the Units as set forth on Schedule I hereto (the “Pro Rata Share”), which Pro Rata Share is calculated by dividing the number of Units owned by each Seller by the total number of issued and outstanding Units.
Payment of Purchase Price at the Closing 

Related to Payment of Purchase Price at the Closing

  • Payment of Purchase Price The Purchase Price shall be paid as follows:

  • THE PURCHASER AND PAYMENT OF PURCHASE PRICE 8.1 Immediately after the fall of the hammer and upon being declared the successful purchaser of the Property, the Purchaser shall execute the memorandum attached hereto (`the Memorandum’). 8.2 The signed Memorandum together with these conditions of sale and the Proclamation of Sale shall in their entirety form the contract for the sale and purchase of the Property (`the Contract of Sale’). 8.3 The last bid which is the highest bid accepted by the Auctioneer and upon which the Property is sold to the Purchaser shall be the purchase price for the Property (`the Purchase Price’). 8.4 Upon successful bid of the property by the bidder, the Bidding Deposit deposited by the bidder pursuant to clause 3.1 shall be paid to the Bank immediately upon execution of the Contract of Sale (“ the Purchase Deposit) 8.5 In the event that the Purchase Price is higher than the Reserve Price, the Purchaser shall immediately deposit with the Auctioneer as stakeholder a sum equivalent to the difference between Purchase Deposit and the Bidding Deposit (`the Purchase Deposit Shortfall’) either in cash or by way of a valid bank draft or cashier’s order drawn in favour of the Bank which together will form the Purchase Deposit. 8.6 The Auctioneer shall upon receipt of the Purchase Deposit release the said sum, bank draft and/or cashier’s order to the Bank. 8.7 In the event that the Purchaser shall fail to deposit the Purchase Deposit Shortfall or shall fail to execute the Memorandum for any reason whatsoever or in the event of the bank draft and/or cashier’s order for the Bidding Deposit and/or the Purchase Deposit Shortfall is dishonored for any reason whatsoever when presented by the Bank for payment, the Purchaser shall be deemed to have committed a breach of the terms of the Auction Sale and the consequences set out in paragraph 8.8 hereto shall ensue. 8.8 In the event that the Purchaser shall commit a breach, the Bidding Deposit shall be forfeited absolutely to the Bank and the Bank may in its absolute discretion upon such terms and conditions and at such time or times the Bank deems fit put the Property up for resale. The Bank shall be further entitled to recover from the Purchaser all costs and expenses of, in connection with and resulting from such resale. The Purchaser shall be further liable to the Bank for any shortfall in the sale price obtained at the resale and the Purchase Price (`the Resale Shortfall’). A certificate duly signed by an authorized officer of the Bank as to amount of the Resale Shortfall and the costs and expenses of, in connection with resulting from such resale shall be accepted by the Purchaser as binding correct and conclusive for all purposes including for legal proceedings. The certified amount shall be paid by the Purchaser to the Bank not later than seven (7) days from the date of the demand made by the Bank. 8.9 Notwithstanding anything herein contained, the amount representing the difference between the Purchase Price and the Purchase Deposit (“Balance Purchase Price”) shall be paid by the Purchaser directly to the Bank without any set-off not later than NINETY (90) DAYS from the date of the Contract of Sale (`the Due Date’). 8.10 The Balance Purchase Price shall be paid to the Bank by way of bank draft or cashier’s order drawn in favour of the Bank or E-Payment or any mode of payment which acceptable by the Bank. 8.11 Upon the written request by the Purchaser before the expiry date, the Bank in its absolute discretion may but shall be under no obligation to extend the Due Date for such period or periods the Bank deems fit (`the Extended Due Date’). 8.12 The Purchaser shall have prior to twenty one (21) days of the Due Date, the Purchaser shall issue a written request to the Assignee/Bank applying for an extension of time and the Bank may in it’s absolute discretion (i) agree to grant the extension of time unconditionally, or (ii) refuse the request, in which case the 10% of the successful bid shall be forfeited, or (iii) agree to grant an extension of time subject to conditions (including but not limited to imposition of late payment interest/charges/compensation at such rate/amount as the Bank shall determine) without assigning any reasons whatsoever and such decision shall be binding on the Purchaser. The interest on late payment if imposed by the Bank may be in the form of advance payment of interest for the extension period or otherwise is final and not refundable. 8.13 In the event that the Purchaser for any reason whatsoever (save and except where it is due to the default of the Bank) fails to pay the Balance Purchase Price by the Due Date or the Extended Due Date, as the case may be, the Purchaser shall be deemed to be in breach of the Contract of Sale, and all monies paid to the Bank upon the execution of the Contract of Sale including the Purchase Deposit shall be forfeited absolutely by the Bank and the consequences as set out in paragraph 8.8 shall ensue.

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