Payment of Share Purchase Price. The Purchase Price will be paid (and the Shares will be issued) according to the following installment schedule:
(a) First Installment. Three Hundred Twelve Thousand Dollars ($312,000) heretofore paid by Benchmark to IEVM, via wire transfer, for the purchase of 6 EcaFlo® Model C-104 units shall be converted to an equity investment and applied to the Purchase Price.
Payment of Share Purchase Price. Purchaser shall be in a position to pay, simultaneously with the Closing, the Interest Purchase Price.
Payment of Share Purchase Price. The Investor understands that the Subscription Proceeds are payable to the Company by electronic wire transfer of US$200,000 pursuant to the Company’s wiring instructions to be provided thereto.
Payment of Share Purchase Price the Share Purchaser shall pay the Share Purchase Price to the Share Vendors as provided in Section 3.5, Section 3.6 and Section 3.7;
Payment of Share Purchase Price. As of the date hereof, Purchaser does not intend to withhold any Tax from any amount payable under Section 1.4(a). Purchaser shall provide Sellers with notice reasonably in advance of Closing of any intention to withhold Tax on any payments to be made by Purchaser under Section 1.4(a) and shall make such withholding only to the extent required by Applicable Law. Purchaser shall cooperate with Sellers as may reasonably be requested to avoid any requirement of withholding. Notwithstanding the foregoing, the amount payable by Purchaser under Section 1.4(a) shall be delivered free and clear of any withholding of any Taxes if Purchaser assigns its obligations to an entity that is not organized under the laws of, or resident in, Germany for Tax purposes or if payment under Section 1.4(a) is made from a jurisdiction other than Germany.
Payment of Share Purchase Price. At the Second Closing Time, the Share Acquiror shall pay and satisfy the Share Purchase Price for the Purchased Shares by the allotment, issuance and delivery to the Seller, as fully paid and non-assessable, of 100,000 redeemable, retractable preference shares in the capital of the Share Acquiror having the rights, privileges, restrictions and conditions set forth in the articles of incorporation of the Share Acquiror a true copy of which is annexed as Schedule 3.3 hereto (the "PREFERENCE SHARES").
Payment of Share Purchase Price. The Share Purchase Price shall be payable by the Buyer in cash in four installments, the first of which shall be payable at the closing referred to in Section 1.5 hereof (hereinafter sometimes called the "Closing") in the amount of Eight Million, One Hundred Forty Thousand Dollars ($8,140,000), the second of which shall be payable by the first anniversary of the date of the Closing (hereinafter sometimes called the "Closing Date"), in the amount of Three Hundred Twenty Thousand Dollars ($320,000), the third of which shall be payable by the second anniversary of the Closing Date in the amount of Three Hundred Twenty Thousand Dollars ($320,000) and the fourth of which shall be payable by the third anniversary of the Closing Date in the amount of Three Hundred Twenty Thousand Dollars ($320,000). The obligations of the Buyer to pay the second, third and fourth installments of the Share Purchase Price shall be evidenced by a promissory note to the order of the Stock Seller in the principal amount thereof, together with interest thereon at the annual rate of six and one-half percent (6.5%), in substantially the form of Exhibit "C" attached hereto and made a part hereof (hereinafter sometimes called the "Promissory Note") which the Buyer shall deliver at the Closing.
Payment of Share Purchase Price. Subject to the terms of this Agreement, Purchaser agrees that the Share Purchase Price shall be paid by Purchaser to Seller on the date which is twelve (12) Business Days after the Effective Date as consideration for the sale by Seller of the Shares as provided in clauses 1.2 and 1.3, provided that if this Agreement terminates under clause 7 Seller shall forthwith and, in any event, no later than three (3) Business Days following such termination repay the Share Purchase Price in full to Purchaser.
Payment of Share Purchase Price. The Purchaser shall pay the Share Purchase Price as follows:
(a) An amount equal to $75,000 of the Share Purchase Price shall be paid by certified cheque or wire transfer of immediately available funds on Closing to or to the order of the Vendors;
(b) An amount equal to $800,000 of the Share Purchase Price shall be paid pursuant to a promissory note in substantially the form set forth in Schedule D to this Agreement ("NOTE A") issued to Vendors at Closing. Note A shall provide for the payment of interest on the unpaid balance at 8% per annum, and shall have a maturity date of December 10, 2004 (the "MATURITY DATE"). In accordance with the terms of Note A, beginning July 1, 2004, Purchaser shall pay to Vendors blended payments of principal and interest in the amount of $15,000 per month under Note A (such payment to be applied first against accrued interest outstanding with the balance to be applied in reduction of principal) until the earlier of the Maturity Date or the date of the first sale pursuant to the Principal's initial public offering (the "IPO"), at which time all interest and unpaid principal shall be paid in full. The Purchaser's obligations under Note A, Note B and the Purchaser's covenant to deliver common shares of the Principal pursuant to Section 2.3(d) shall be fully and unconditionally guaranteed by the Corporation in substantially the form of guarantee set forth in Schedule "G" (the "GUARANTEE") and in support of such guarantee, the Corporation shall provide the Vendors with a general security agreement over all of the assets of the Corporation in substantially the form of general security agreement set forth in Schedule H to this Agreement (the "GSA"). In addition to the GSA, the Purchaser's obligations under Note A, each Note B and its covenant to deliver common shares of the Principal pursuant to Section 2.3(d) shall be secured by a share pledge of all of the Purchased Shares from the Purchaser in favour of the Vendors in substantially the form of share pledge agreement set forth in Schedule "I" (the "SHARE Pledge"). The Purchaser's payment obligations under Note A shall (i) rank pari passu with the Principal's other junior secured note holders (to the extent such noteholders have recourse to the assets of the Corporation), and (ii) be subordinate to the first secured position of the Corporation's primary lender.
(c) An amount equal to $405,000 of the Share Purchase Price shall be paid pursuant to three (3) promissory notes in substa...
Payment of Share Purchase Price the Purchaser shall pay the Share Purchase Price to the Vendor, as provided in Sections 3.2 and 3.3;
