Security for Purchase Price Sample Clauses

Security for Purchase Price. As security for that portion of the Purchase Price payable by MARKETEAM to i5ive under Article 1.2(c), MARKETEAM shall on the Closing Date execute and deliver to i5ive:
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Security for Purchase Price. On the Completion Date the Guarantor shall execute and deliver to the Seller a charge on the terms set out in Annexure A to the PEP38716 Asset Sale and Purchase Agreement which is one of the Acquisition Agreements over the interest of the Guarantor in future revenue from Petroleum produced from the Goldie xxxxx forming part of Petroleum Mining Permit 38148 and otherwise in a form capable of approval by and registration with the relevant authorities under the Petroleum Legislation. The Mortgage shall secure all moneys payable by the Buyer to the Seller under this Agreement and shall further secure all moneys payable by the Buyer to the Seller and/or Bligh New Zealand Limited under any and all of the Acquisition Agreements. The Seller shall not be obliged to release the Mortgage unless and until all such moneys have been paid in full to the Seller and/or Bligh New Zealand Limited as applicable.
Security for Purchase Price. In the event that any portion of the Purchase Price is paid by the Note, Purchaser's obligation under the Note shall be secured by all of the Put Shares and the parties shall enter into a new security agreement (the "Security Agreement") on terms and conditions mutually satisfactory to the parties.
Security for Purchase Price. As security for the Installment Payments, Buyer shall grant the Sellers a security interest in all proceeds received by the Company from the operations of the Business for the period of time during which the Installment Payments remain due and payable. The proceeds received by the Company shall be placed in a lock box account pursuant to the lock box agreement in the form of Exhibit C attached hereto (the “Lock Box Account” and “Lock Box Agreement”), and shall be released to make the following payments as they become due and payable to the extent there is a balance in the Lock Box Account: (i) all operating expenses of the Company (subject to the approval procedure provided in Section 8.17(e)) in accordance with the projected operating expenses set forth on Schedule 3.2, attached hereto and made a part hereof (the “Projected Operating Expenses”), (ii) all Installment Payments, and (iii) all Noncompetition Payments. All withdrawals from the Lock Box Account only upon the written authorization of both (a) Gxxx Xxxxxx, Cxxxxxxxx Xxxxxx, or other person designated from time to time by the Sellers to act on their behalf with respect to the account, and (b) Mxxxxxx Xxxxx, Sxxxx Xxxxxxxx, or other person designated from time to time by the Buyer to act on the Buyer’s behalf with respect to the account. The term of the Lock Box Agreement shall begin on the Closing Date and terminate on January 5, 2007, provided that all the Installment Payments and Noncompetition Payments due and payable on or before January 5, 2007 have been made. Pursuant to the terms and conditions of the Lock Box Agreement, if the balance of the Lock Box Account exceeds five hundred thousand ($500,000) dollars at any time during the term of the Lock Box Agreement, then any such amount in excess of five hundred thousand ($500,000) dollars, reduced by the amount by which the Deferred Revenue (determined in accordance with GAAP) exceeds the Deferred Revenue balance on the Closing Date as set forth on the Closing Balance Sheet, shall be referred to as the “Lock Box Excess” and such Lock Box Excess, subject to Section 8.17(g), shall be released from the lock box and paid to the Buyer free and clear of any security interest of the Sellers. If Buyer wishes that the security interest of the Sellers in the proceeds of the Company be subordinated to a security interest held by a commercial lender, Buyer shall request the Sellers to subordinate their security interest. Sellers agree to discuss such a req...
Security for Purchase Price. The Buyer has delivered to the Seller a letter, a copy of which is attached as SCHEDULE 4.5, from the Funds to the Seller confirming that the Buyer will be capitalised, upon Closing, with an aggregate equity investment (including equity surrogates) of at least DM 170,000,000 (Deutsche Mark one hundred seventy million) to be used by the Buyer to purchase the Shares.
Security for Purchase Price. On the Completion Date the Guarantor shall execute and deliver to the Vendors a charge on the terms set out in Annexure A to the PEP38716 Asset Sale and Purchase Agreement which is one of the Acquisition Agreements, over the interest of the Guarantor in future revenue from Petroleum produced from the Goldie xxxxx forming part of Petroleum Mining Permit 38148 and otherwise in a form capable of approval by and registration with the relevant authorities under the Petrolxxx Xxx 0000 xxx xhe Crown Minerals Act 1900. Xxx Mortgage shall secure all moneys payable by the Purchaser to the Vendors under this Agreement and shall further secure all moneys payable by the Purchaser to Horizon under any and all of the Acquisition Agreements. The Vendors shall not be obliged to release the Mortgage unless and until all such moneys have been paid in full to the Vendors and/or Horizon as applicable.
Security for Purchase Price. The obligations of Buyer under the Installment Note and the Services Note will be secured pursuant to a security agreement (the “Security Agreement”) between Buyer and Seller in the form attached as Exhibit E hereto, to be executed at the Closing.
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Security for Purchase Price. On the Closing Date Purchaser will deliver to Seller, in a form acceptable to Seller, an unconditional, irrevocable letter of credit (the "Letter of Credit") from a bank acceptable to Seller in the amount of Six Hundred Eighty Thousand and 00/100 Dollars ($680,000.00), plus interest, that will serve as security for the Final Payment.

Related to Security for Purchase Price

  • The Purchase Price Notwithstanding the termination of the Option, Grantee will be entitled to exercise its rights under this Section 6(c) if it has exercised such rights in accordance with the terms hereof prior to the termination of the Option.

  • Payment of the Purchase Price The Purchase Price shall be paid as follows:

  • Additional Purchase Price The purchase price for the Additional Shares (the "Additional Purchase Price") shall be an amount equal to (i) the difference between (1) the aggregate proceeds to Purchaser from the sale of the Optional Securities and (2) the aggregate cost to Purchaser, as notified by Purchaser to Seller at the Second Time of Delivery, of the Additional STRIPS, multiplied by (ii) a fraction, the numerator of which is the Firm Share Base Amount and the denominator of which is the number of Firm Securities.

  • Final Purchase Price Within 120 days after the Closing Date (provided, however, and notwithstanding the foregoing, not before ninety (90) days after the Closing Date), Seller Representative will prepare and deliver to Buyer, in accordance with this Agreement, a proposed statement (the “Final Settlement Statement”) setting forth each adjustment to the Purchase Price to be made pursuant to Section 2.04, along with supporting documentation reasonably necessary to support Sellers’ calculations and all back up invoices, statements and other materials, and the resulting final Purchase Price (as such final Purchase Price is agreed by Buyer and Seller Representative or determined pursuant to this Section 2.06, the “Final Purchase Price”). Within 30 days after receipt of the preliminary Final Settlement Statement, Buyer shall return a written report containing any proposed changes to the preliminary Final Settlement Statement (a “Dispute Notice”) and/or request additional supporting documentation or information. Buyer and Seller Representative agree to use commercially reasonable efforts to finalize such post-Closing adjustments no later than 180 days after the Closing Date (the date such agreement is made or such adjustments are otherwise determined pursuant to this Section 2.06, the “Final Settlement Date”). In the event that (a) the Closing Purchase Price, as determined pursuant to Section 2.05, is more than the Final Purchase Price, within two Business Days after the Final Settlement Date, Sellers shall pay to Buyer the amount of such difference, or (b) the Closing Purchase Price, as determined pursuant to Section 2.05, is less than the Final Purchase Price, within two Business Days after the Final Settlement Date, Buyer shall pay to Sellers the amount of such difference, in either event by wire transfer or other immediately available funds to the account notified by Seller Representative or Buyer, as the case may be. If Seller Representative and Buyer are unable to resolve the matters addressed in the Dispute Notice within 210 days after the Closing Date, each of Buyer and Seller Representative shall, within ten Business Days after such deadline, summarize its position with regard to such dispute in a written document of 20 pages or less (exclusive of exhibits) and submit such summaries to a nationally or internationally recognized accounting firm with expertise in the oil and gas industry and that is otherwise reasonably acceptable to and mutually accepted by Buyer and Seller Representative, but who has not worked as an employee or outside counsel or consultant for any Party or its Affiliates during the five year period preceding the arbitration or have any financial interest in the dispute, (the “Accounting Arbitrator”), together with the Dispute Notice, the Final Settlement Statement and any other documentation such Party may desire to submit. Within 30 days after receiving Buyer’s and Seller Representative’s respective submissions, the Accounting Arbitrator shall render a decision choosing either Seller Representative’s position or Buyer’s position with respect to each matter addressed in the Parties’ respective submissions, based on the materials described above. Any decision rendered by the Accounting Arbitrator pursuant hereto shall be final, conclusive and binding on Sellers and Buyer. The costs of such Accounting Arbitrator shall be borne one-half by Buyer and one-half by Sellers. The Accounting Arbitrator shall act as an expert for the limited purpose of determining the specific Final Purchase Price dispute presented to it, shall be limited to the procedures set forth in this Section 2.06, shall not have the powers of an arbitrator, shall not consider any other disputes or matters, and may not award damages, interest, costs, attorney’s fees, expenses or penalties to any Party.

  • Agreement to Purchase Purchase Price a. Upon the terms and subject to the conditions of this Agreement, on the Purchase Date (as defined below) the Company will issue and sell to Purchaser, and Purchaser agrees to purchase from the Company, ________ (------) shares of the Company's Common Stock (the "Shares") at a purchase price of _______ ($_____) per Share, for a total purchase price of _______________ ($_______). The term "Shares" refers to the purchased Shares and all securities received in replacement of or in connection with the Shares pursuant to stock dividends or splits, all securities received in replacement of the Shares in a recapitalization, merger, reorganization, exchange or the like, and all new, substituted or additional securities or other properties to which Purchaser is entitled by reason of Purchaser's ownership of the Shares.

  • Purchase Price; Payment of Purchase Price In addition to the Assumed Liabilities described below, the aggregate consideration for the Subject Assets (the “Purchase Price”) shall be the amount equal to: $2,000,000. The Purchase Price shall be subject to adjustment as set forth in Section 1.7 below as so adjusted.

  • Payment of Repurchase Price The Repurchase Price shall be payable, at the option of the Company or its assignee(s), by check or by cancellation of all or a portion of any outstanding purchase money indebtedness owed by Participant to the Company, or such assignee, or by any combination thereof. The Repurchase Price shall be paid without interest within sixty (60) days after exercise of the Repurchase Option.

  • Closing Purchase Price The Closing Purchase Price (the "Closing Purchase Price") shall be paid or delivered by Buyer at Closing in the following manner:

  • Payment of Receivables Purchase Price In consideration of the sale of the Receivables from the Seller to the Purchaser as provided in Section 2.1, on the Closing Date the Purchaser shall have paid to the Seller the Receivables Purchase Price.

  • Delivery of the Purchase Price At least one business day prior to the effective date of the Company’s registration statement relating to the IPO (“Registration Statement”), or the date of the exercise of the Over-Allotment Option, if any, the Purchaser agrees to deliver the Initial Purchase Price or Additional Purchase Price, as the case may be, by certified bank check or wire transfer of immediately available funds denominated in United States Dollars to Continental Stock Transfer & Trust Company, a New York corporation (“CST”), which is hereby irrevocably authorized to deposit such funds on the applicable Closing Date to the trust account which will be established for the benefit of the Company’s public shareholders, managed pursuant to that certain Investment Management Trust Agreement to be entered into by and between the Company and CST and into which substantially all of the proceeds of the IPO will be deposited (the “Trust Account”). If the IPO is not consummated within 14 days of the date the Initial Purchase Price is delivered to CST, the Initial Purchase Price shall be returned to the Purchaser by certified bank check or wire transfer of immediately available funds denominated in United States Dollars, without interest or deduction.

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