Payment of Total Consideration. The Buyer’s Consideration and any of the Additional Consideration in the Town’s possession (hereinafter the “Total Consideration”) shall be delivered by Buyer to the Title Company in escrow no later than 10:00 a.m. Eastern Time one day prior to Closing.
Payment of Total Consideration. On the Closing Date, Buyer shall issue the Equity Consideration to Seller. Subject to the Parties’ obligations under Article 9 and except for the reduction set forth in Section 3.1, in no event will the number of Buyer Shares issued as Equity Consideration be reduced or increased at or following the Closing.
Payment of Total Consideration. Following the assignment of the DigiNotar Intellectual Property Rights by executing this Agreement, the Purchaser shall pay to the Notary Account the Total Consideration, which the Notary will hold for the Sellers (the “Closing”). Subject to the conditions set out in the Funds Flow Letter, the Notary will distribute the Total Consideration to the bank accounts and in those portions as set out in the Funds Flow Letter. Payment of the Total Consideration to DTB releases Purchaser from all payment obligations under this Agreement, including expressly towards DN.
Payment of Total Consideration. At Closing Buyer shall pay Seller $100,000 in cash, certified check, or wire transfer reflecting the funds contributed to Buyer by the Shareholders of Buyer (other than Seller). Buyer shall also deliver its Promissory Note in the form of Exhibit A attached (the "Promissory Note") hereto in the amount of $1,967,339 representing the sum of (I) the balance of the Redemption Price and (ii) the Current Indebtedness. The Promissory Note shall bear interest at prime rate plus 3%. Following Closing, but in no event later than April 30, 1997, Buyer shall deliver a Substitute Note revised to reflect the adjustments set forth in Section 3.3 and any payments on the Promissory Note received by the Lender prior to the date of delivery of the Substituted Note.
Payment of Total Consideration. The total consideration for the Transaction is Three Hundred Eighty Million, Four Hundred Sixty-Five Thousand Dollars ($380,465,000) (the “Total Consideration”), which is comprised of the purchase price of Three Hundred Fifty Million Dollars ($350,000,000) (the “Purchase Price”), plus Fifteen Million Dollars ($15,000,000) in CH2M HILL Stock Consideration, as provided in Section 2.6 (CH2M HILL Stock Consideration), plus CH2M HILL’s assumption of Fifteen Million Four Hundred Sixty-Five Thousand Dollars ($15,465,000) of outstanding principal and interest in respect of indebtedness under the VECO Alaska Building Loan. The Purchase Price shall be subject to adjustment as further set forth in this Agreement, including pursuant to the provisions of Section 5.16 (
Payment of Total Consideration. (a) In consideration for the purchase of the Purchased Assets, Purchaser shall pay to Sellers the Purchase Price and assume the Assumed Liabilities.
(b) Sellers shall cause to be prepared and delivered to the Purchaser a statement (setting out in specific detail each of the items set forth therein) of the Accounts Receivable to be included in the Purchased Assets and the Accounts Payable to be included in the Assumed Liabilities. The Accounts Receivable amount set forth in the statement shall be the “Estimated Accounts Receivable Amount.” Upon receipt of the statement, Purchaser shall be given reasonable access to all of Sellers’ books and records relating to such statement. Prior to the Closing, Purchaser and Sellers shall agree on any adjustments, if any, to the Estimated Accounts Receivable Amount and the Accounts Payable amount set forth on the statement delivered by Sellers and shall agree to and approve a final statement of the amount of the Accounts Receivable to be included in the Purchase Price (the “Accounts Receivable Amount”) and the amount of the Accounts Payable.
(c) Sellers shall cause to be prepared and delivered to the Purchaser a statement (setting out in specific detail each of the items set forth therein) of the Inventory to be included in the Purchased Assets. The Inventory amount set forth in the statement shall be the “Estimated Inventory Amount.” Upon receipt of the statement, Purchaser shall be given reasonable access to all of Sellers’ books and records relating to such statement. Prior to the Closing, Purchaser and Sellers shall agree on any adjustments, if any, to the Estimated Inventory Amount set forth on the statement delivered by Sellers and shall agree to and approve a final statement of the amount of the Inventory to be included in the Purchase Price (the “Inventory Amount”).
Payment of Total Consideration. The Total Consideration shall be paid by the Allottee/s in the manner mentioned in the Payment Plan, more fully mentioned in the Part-II of the 4th Schedule below, time being the essence of contract. The Allottee/s agree/s and covenant/s not to claim any right or possession over and in respect of the Said Flat And Appurtenances till such time the Allottee/s has/have paid the entirety of the Total Consideration and all other amounts agreed to be paid or deposited under this Agreement.
Payment of Total Consideration. As full consideration for the Purchased Shares, the Buyers have agreed to pay at the Closing to the Sellers or to their Permitted Nominees an aggregate consideration (the “Total Consideration”) of (i) US$ 29,668,961.23 (twenty-nine million six hundred sixty-eight thousand nine hundred sixty-one dollars and twenty three cents in US Dollars) in cash (the “Cash Consideration”) and (ii) 1,940,413 shares (the “Acquired SRI Shares”) of Stoneridge’s common shares, without par value (“SRI Common Shares”). The payment of the Total Consideration shall be made as follows:
(a) an amount in Reais equivalent to US$ 19,779,302.39 (nineteen million seven hundred seventy-nine thousand three hundred two dollars and thirty-nine cent in US Dollars) (equal to two-thirds of the Cash Consideration) as converted by the best exchange rate at the Closing Date identified by the broker mutually agreed by Buyers and Sellers to be transferred to Xxxxxxx Xxxxx’x bank account as indicated by her prior to the Closing Date;
(b) 1,293,609 SRI Common Shares (equal to two-thirds of the Acquired SRI Shares) to Xxxxxxx Xxxxx or, upon her written instruction, to her Permitted Nominee;
(c) an amount in Reais equivalent to US$ 9,889,658.84 (nine million eight hundred eighty-nine thousand six hundred fifty-eight dollars and eighty four cents in US Dollars) (equal to one-third of the Cash Consideration) as converted by the best exchange rate at the Closing Date identified by the broker mutually agreed by Buyers and Sellers to be transferred to Ferretti’s bank account as indicated by him prior to the Closing Date; and
(d) 646,804 SRI Common Shares (equal to one-third of the Acquired SRI Shares) to Ferretti or, upon his written instruction, to his Permitted Nominee.
Payment of Total Consideration. On the Completion Date, the Buyer must issue to the Sellers in their Respective Proportions the Subscription Shares in accordance with clause 4.3.
