Purchase Price and Related Matters Sample Clauses

Purchase Price and Related Matters. With respect to each Purchase:

Purchase Price and Related Matters. 2 1.3 The Closing....................................................................3 1.4 Post-Closing Adjustment........................................................4 1.5

Purchase Price and Related Matters. In consideration of the sale and transfer of all of Seller’s rights, title and interests in the Acquired Assets, Buyer shall assume the Assumed Liabilities and shall pay to Seller an aggregate purchase price equal to the Closing Cash Payment, the Closing Stock Payment and the Escrow Payment (collectively, the “Purchase Price”), as follows:

Purchase Price and Related Matters. For each Purchased Receivable:

Purchase Price and Related Matters. Section 3.01 Purchase Price 10 Section 3.02 [Reserved] 10 Section 3.03 Payment of Purchase Price by the Purchaser 10 Section 3.04 Custodial Funds and Advances 11 Section 3.05 Certain Adjustments and Refunds 11

Purchase Price and Related Matters. In consideration of the sale and transfer of all of Seller’s rights, title and interests in the Acquired Assets, Buyer shall assume the Assumed Liabilities and shall pay to the Seller an aggregate purchase price of $7,886,000 (the “Purchase Price”), subject to adjustment pursuant to Section 2.06 below. At the Closing, Buyer shall pay the Purchase Price to Seller by: (a) wire transfer of immediately available funds (the “Cash Payment”) equal to $3,850,000, subject to adjustment pursuant to Section 2.06(a), in accordance with the wiring instructions provided by Seller to Buyer on or prior to the Closing Date; and (b) the issuance and delivery to Seller of certificate(s) in the name of Seller evidencing, in the aggregate, such number of shares of Parent Common Stock (the “Stock Payment”) equal to (i) $4,036,000 divided by the Parent Stock Per Share Price, less (ii) the Escrow Shares. The Purchase Price and the Cash Payment is subject to further adjustment pursuant to Section 2.06.

Purchase Price and Related Matters. 13 Section 3.1 Consideration ......................................................................................... 13 ARTICLE IV

Purchase Price and Related Matters. 7.1 The purchase price of the business, the Trek shares and the claims shall be R48898000. This amount shall be settled as follows:- 7.1.1 a first instalment of R24000000 payable as to:- 7.1.1.1 R6000000 by the issue on the completion date of FSAH "B" shares. The FSAH "B" shares shall be issued at a price equal to the US Dollar denominated closing price of the ordinary NASDAQ listed shares of FSAC on 3 February 1997, converted into Rand at the average of the spot buy and sell exchange rates of US Dollars for South African Rand quoted by Nedbank at close of business on that date. This rate shall be established, in the event of a dispute, by a certificate given by any manager of Nedbank whose appointment and designation it shall not be necessary to prove and whose determination shall be proof of the rate until the contrary is proved;

Purchase Price and Related Matters. The Closing.

Purchase Price and Related Matters. Subject to the terms and conditions of this Agreement, in consideration for the purchase and sale of the Outstanding Units, Buyer shall pay and deliver to the Sellers, in proportion to their respective percentage interest in the Outstanding Units as set forth on Section 3.2(a) of the Seller Disclosure Schedule, aggregate consideration consisting of: (a) 588,235 shares of Buyer Common Stock (the “Stock Consideration”); and (b) the Final Cash Consideration, as finally determined pursuant to Section 2.5 below. The Final Cash Consideration shall consist of: (i) $52,900,000 (the “Fixed Cash Consideration”); plus (ii) the Final Excess Reserve Amount; plus (iii) the Final Recruiting Expenses; minus (iv) the amount, if any, by which the Required Net Working Capital exceeds the Final Net Working Capital; plus (vi) the amount, if any, by which the Final Net Working Capital exceeds the Required Net Working Capital. The Stock Consideration and the Final Cash Consideration are collectively referred to as the “Purchase Price”. For the avoidance of doubt, it is the intent of the parties that there shall be no duplication between the Covered Loan Consideration and any items reflected in Final Net Working Capital. The Purchase Price will be paid to the Sellers in proportion to Sellers’ respective percentage interest in the Outstanding Units as set forth on Section 3.2(a) of the Seller Disclosure Schedule.