Payment to Sellers. With respect to any Asset purchased by a Borrower from a Seller, each GWG Party shall cause such sale to be effected under, and in compliance with the terms of, the Sale and Servicing Agreement, including, without limitation, the terms relating to the amount and timing of payments to be made to the applicable Seller in respect of the purchase price for such Asset. With respect to any Asset purchased by a Seller from an Initial Lender, Life Settlement Provider or Insured, as applicable, each GWG Party shall cause such sale to be effected under, and in compliance with the terms of, the applicable Purchase and Sale Agreement and Origination Agreement (if applicable), including, without limitation, the terms relating to the amount and timing of payments to be made to the Initial Lender, Life Settlement Provider or Insured, as applicable, in respect of the purchase price for such Asset.
Payment to Sellers. With respect to any Receivable sold by a Seller to the Transferor, the Transferor shall, and shall cause each Seller to, effect such sale under, and pursuant to the terms of, the Receivables Purchase Agreement, including, without limitation, the payment by the Transferor either in cash to or by a capital contribution from such Seller of an amount equal to the Purchase Price for such Receivable as required by the terms of the Receivables Purchase Agreement.
Payment to Sellers. With respect to any Receivable sold by a Seller to the Issuer, the Issuer shall effect such sale under, and pursuant to the terms of, the Purchase Agreement, including the payment by the Issuer either in cash to or by a capital contribution from the Seller of an amount equal to the purchase price for such Receivable as required by the terms of the Purchase Agreement.
Payment to Sellers. (i) Subject to Clauses 19(iii) 19(iv) and 19(v) the Auctioneers shall issue payment of the Sale Proceeds for a Lot to the Seller within ten Working Days of the payment for that Lot by the Buyer resulting in cleared funds in the Auctioneers’ bank.
(ii) Monies received from Buyers will be held by the Auctioneers in a separate identifiable Clients’ Account.
(iii) Should there be notification by the Buyer of a defective Lot or Lots pursuant to Clause 16 then the procedure set out in that Clause shall be followed and the sale proceeds dealt with accordingly.
(iv) Notwithstanding Clause 19(i) in the event of any debt of the Seller being owed to the Auctioneers the latter shall have the right to set off such debt against the sale proceeds.
(v) Following the sale of any vehicle the Auctioneers shall not pay over the Sale Proceeds to the Seller until the Seller has given to the Auctioneers the V5C registration book for that vehicle a signed declaration that the registration book is lost or a declaration of non- registration or the Buyer confirms that he has now obtained a V5C document for the vehicle.
Payment to Sellers. With respect to any Receivable purchased by SunGard Financing from the Sellers, such sale shall be effected under, and in strict compliance with the terms of, the First Step Agreement, including, without limitation, the terms relating to the amount and timing of payments to be made to the Sellers in respect of the Purchase Price for such Receivable. With respect to any Receivable purchased by SunGard Funding II from SunGard Financing, such sale shall be effected under, and in strict compliance with the terms of, the Second Step Agreement, including, without limitation, the terms relating to the amount and timing of payments to be made to SunGard Financing in respect of the Purchase Price for such Receivable.
Payment to Sellers. At Closing, Buyer shall deliver the Consideration ------------------ as designated by Sellers, with 1,666,667 of the Buyer Shares to be delivered to Xxxxxx X. Xxxxxxxx, and 833,333 of the Buyer Shares to be delivered to Xxxx X. Xxxxxxx.
Payment to Sellers. With respect to any Receivable purchased by Finance Subsidiary from Sellers, such sale shall be effected under, and in strict compliance with the terms of, the Receivables Sale Agreement, including, without limitation, the terms relating to the amount and timing of payments to be made to Affinia Group for the account of the applicable Seller in respect of the purchase price for such Receivable.
Payment to Sellers. Notwithstanding anything in the Agreement to the contrary, Buyer may request that Seller provide it with a calculation of the amount of additional consideration (as determined in good faith by Sellers and as Sellers and Buyer mutually agree) necessary to cause each Seller’s after-Tax net proceeds from the sale of the Acquired Companies with a Section 338(h)(10) Election to be equal to the after-Tax net proceeds that each Seller would have received had the Section 338(h)(10) Election not been made, taking into account all appropriate state, federal and local income Tax implications (the “Tax Adjustment”); provided, however, that the Tax Adjustment shall be computed without regard to any tax imposed under Treasury Regulation Section 1.338(h)(10)-1(d)(2). If Buyer thereafter requests that Sellers make a Section 338(h)(10) Election with Buyer for the purchase of the Equity Interests, as a condition to making the Section 338(h)(10) Election, Buyer will pay to Sellers, an amount of cash equal to the Tax Adjustment, on the date when GB Ltd. delivers the properly completed and executed Form 8023 as described in Section 9.6.
Payment to Sellers i. In the event that actual Net Worth is greater than negative $1,500,000 and actual Cash on Hand is greater than $19,000,000, then Buyer shall make a Post Closing Adjustment to Sellers, in an amount which is the lesser of: 1. the amount by which actual Net Worth would have exceeded negative $1,500,000, or 2. the amount by which actual Cash on Hand would have exceeded $19,000,000.
Payment to Sellers. Within two (2) business days of execution of this Amendment and Settlement Agreement, COHT will deliver to 4279 Investments $342,136 cash, together with all rights to these receivables totaling $158,900 listed on Schedule A hereto. The payments and transfer hereunder is in full satisfaction of all rights and obligations under Sections 2.2 and 2.3 of the Purchase Agreement. 4279 Investments agrees to indemnify COHT and its officers and directors against any and all claims that may be brought by any of the debtors listed on Schedule A as counter or cross claims asserted in any action brought by 4279 Investments or its affiliates to collect the receivables listed on Schedule A.
