Purchaser’s obligations on Remaining Sale Completion Sample Clauses

Purchaser’s obligations on Remaining Sale Completion. Subject to the Vendors satisfying their obligations under clause 9.2, Responsys will on Remaining Sale Completion: (a) pay to the Vendors in their Respective Proportions an amount equal to the Remaining Purchase Price as agreed under clause 8.2; and (b) perform all other obligations to be performed by Responsys on Remaining Sale Completion under the Agreement (as amended by this Amendment). Such payment shall be made, at each Vendor’s election either: (i) in Immediately Available Funds, or (ii) in a number of shares of Responsys common stock equal to such Vendor’s share of the Remaining Purchase Price, with each share of Responsys common stock having a value equal to USD 1.85, which is the fair market value of Responsys common stock as determined by the Board of Directors of Responsys at its meeting on 15 December 2010 in good faith and based on a contemporaneous third party valuation report (fractional shares to be disregarded). In the event a Vendor elects to receive Responsys Common Stock, such Vendor shall make the additional representations, warranties and covenants set forth in Schedule 7.