Settlement of Purchase Price. Although the Purchase Price for each Receivable Asset coming into existence after the Initial Cutoff Date shall be paid in full by the Purchaser to the Originators on the date such Receivable Asset is purchased, a precise reconciliation of the Purchase Price between the Purchaser and the Originators shall be effected on each Settlement Date with respect to all Receivable Assets transferred during the Month most recently ended prior to such Settlement Date and based on the information contained in the Borrower Report most recently delivered by the Servicer pursuant to the Financing Agreement for such Month (or if Settlement Dates occur more frequently than Monthly, in the Report most recently delivered). Although such reconciliation shall be effected on Settlement Dates, increases or decreases in the amount owing under the Subordinated Note made pursuant to Section 2.02(d) and any contribution of capital by the Originators to Purchaser made pursuant to Section 2.02(c) shall be deemed to have occurred and shall be effective as of the date that the Purchase Price is paid. On each Settlement Date, HLIOC shall determine the net increase or the net reduction in the outstanding principal amount of the Subordinated Note occurring during the immediately preceding Month and shall account for such net increase or net reduction in its books and records. If the Purchaser shall fail to make any payment of the applicable Purchase Price in respect of any Purchase on the date such Purchase Price is due hereunder then the Originators may, upon written notice to the Purchaser and the Program Agent (as assignee of the Purchaser), elect to terminate its obligation to sell Receivable Assets to the Purchaser hereunder and its obligation to make Subordinated Loans.
Settlement of Purchase Price. Subject to the provisions of Section 2.3(d), within forty-five (45) days after the date of receipt by the Buyer of the Statement, in the event that the Adjusted Stockholder's Equity (as defined in Section 6.2(c)) and delivered pursuant to this Section 2.3 is (i) more than $1,227,400,000, then the Buyer shall pay the difference to the Company, as an adjustment to the Purchase Price, or (ii) less than $1,227,400,000, then the Company shall pay the difference to the Buyer, as an adjustment to the Purchase Price prior to 11:00 a.m. local time in New York. All payments pursuant to this Section 2.3(c) or Section 2.3(d) ("Purchase Price Adjustment Payments") shall be made by wire transfer of immediately available funds and shall be made together with interest thereon at the Interest Rate, payable for the period commencing on the Closing Date and ending on the day immediately prior to the date of such Purchase Price Adjustment Payment.
Settlement of Purchase Price. (a) If the Closing Adjusted Net Worth as finally determined pursuant to Section 3.3(c) or (d) exceeds the Target Net Worth, Purchaser shall, within five Business Days after such final determination, pay such excess to ITTI.
(b) If the Closing Adjusted Net Worth as finally determined pursuant to Section 3.3(c) or (d) is less than the Target Net Worth, ITTI shall, within five Business Days after such final determination, pay such difference to Purchaser.
(c) The party making such payment pursuant to Section 3.4(a) or 3.4(b), as the case may be, shall pay interest thereon to the other party for the period from the Closing Date to the date of payment at the London Inter-Bank Offer Rate ("LIBOR") for six month deposits in U.S. dollars as quoted on Telerate Page 3750 on the Closing Date plus 25 basis points. Payment of such excess (or difference) and interest thereon shall be made by wire transfer in immediately available funds to such account or accounts as are designated in writing by the party entitled to receive such payment no later than the second Business Day prior to the date on which such payment is due. No item forming the basis of any adjustment pursuant to this Section 3.4 shall serve as the basis for any claim for indemnification under Article IX.
Settlement of Purchase Price. On the second (2nd) business day following (i) the date Seller delivers the revised Statement of Net Working Capital to Buyer pursuant to Section 7.1(c), or (ii) the expiration of the Objection Period if Buyer fails to deliver an Objection Notice in accordance with Section 7.1(b) (the “Settlement Date”), Buyer shall remit to Seller or an Affiliate of Seller as Seller’s designee by wire transfer of immediately available funds the amount by which the Purchase Price exceeds the sum of the Deposit and the Closing Payment, plus interest thereon from the Closing Date to the date of payment at six percent (6%) per annum (the “Prevailing Rate”), or in the event the sum of the Deposit and the Closing Payment exceeds the Purchase Price, Seller shall remit to Buyer by wire transfer of immediately available funds the amount of such overpayment, plus interest thereon from the Closing Date to the date of payment at the Prevailing Rate. The procedures set forth in this Section 7 shall be the sole remedy for any disputes with respect to matters set forth in the Statement of Net Working Capital (and the calculation of the Closing Working Capital Amount related thereto).
Settlement of Purchase Price. The Purchase Price shall be settled by the Investor to the Company within 15 business days from the date of this Agreement.
Settlement of Purchase Price. In the event that the Purchase Price (as finally determined pursuant to Section 1.5(a)) is greater or less than the Estimated Purchase Price (such excess or deficiency being referred to as the "Adjustment"), on or before the third business day (a "business day" being a day on which banks are not authorized or required to close in California or Ohio) following the date upon which the Purchase Price is finally determined, (i) Purchaser shall pay to Seller (if the Purchase Price is greater than the Estimated Purchase Price), or (ii) Seller shall pay to Purchaser (if the Purchase Price is less than the Estimated Purchase Price), the amount of the Adjustment, plus interest on such amount from the Closing Date to the date the Adjustment is paid, at the rate of six percent (6%) per annum ("Purchase Price Adjustment Interest Rate").
Settlement of Purchase Price. On the second business day following (i) the expiration of 20 business days following receipt by Buyer of the Preliminary Balance Sheet, if Buyer shall not have notified Seller of objections thereto within such 20 business day period, or (ii) in any other case, receipt by Buyer of the Closing Balance Sheet pursuant to Section 4.1 (in either case, the "Settlement Date"), Buyer shall pay to Seller an amount equal to the excess of the Purchase Price over the Estimated Amount, or Seller shall pay to Buyer an amount equal to the excess of the Estimated Amount over the Purchase Price, as the case may be, in either case with interest at an annual rate of six percent (6%) per annum from the Closing Date through the date of payment. The payment required to be made pursuant to this Section 4 shall be made by wire transfer of immediately available funds.
Settlement of Purchase Price. In the event that the Purchase Price (as finally determined pursuant to Section 1.7(a)) is greater or less than the Estimated Purchase Price (such excess or deficiency being referred to as the "Adjustment"), on or before the third business day following the date upon which the Purchase Price is finally determined, the Adjustment shall be paid as follows:
(i) If the Non-French Purchase Price is greater than the Estimated Non-French Purchase Price, UNOVA shall pay to Amtech the excess of the Non-French Purchase Price over the Estimated Non-French Purchase Price, plus interest on such amount from the Closing Date to the date of payment at the rate of six percent (6%) per annum ("Purchase Price Adjustment Interest Rate"); (ii) If the French Purchase Price is greater than the Estimated French Purchase Price, French Subsidiary shall pay to AI the excess of the French Purchase Price over the Estimated French Purchase Price, plus interest on such amount from the Closing Date to the date of payment at the Purchase Price Adjustment Interest Rate; (iii) if the Non-French Purchase Price is less than the Estimated Non-French Purchase Price, Amtech shall pay to UNOVA the excess of the Estimated Non-French Purchase Price over the Non-French Purchase Price, plus interest on such amount from the Closing Date to the date of payment at the Purchase Price Adjustment Interest Rate; and (iv) if the French Purchase Price is less than the Estimated French Purchase Price, AI shall pay to French Subsidiary the excess of the Estimated French Purchase Price over the French Purchase Price, plus interest on such amount from the Closing Date to the date of payment at the Purchase Price Adjustment Interest Rate.
Settlement of Purchase Price. Subject to the terms and conditions hereof and on the basis of the representations and warranties set forth herein, on the date specified in the Closing Date Notice delivered by Lessee pursuant to Section 2.3 (each a “Closing Date”), the Trust will pay to Seller a purchase price equal to the Equipment Cost with respect to each Unit theretofor delivered by Seller and accepted under the Lease but which settlement of the purchase price has not occurred; provided, however, that the Trust shall not be obligated to pay the purchase price for any Unit that shall suffer an Event of Loss on or prior to such Closing Date, and provided further, in the event that a Closing Date does not occur on or before February 15, 2006 with respect to any Unit for which a Delivery Date shall have occurred, the delivery and acceptance of such Unit under the Lease shall automatically, without further action, be rescinded and all right, title and interest to such Unit shall revert to Seller. There shall be no more than two Closing Dates. The first Closing Date shall occur on or prior to December 31, 2005. The second Closing Date shall occur on or prior to February 15, 2006.
Settlement of Purchase Price. On the fifth business day following delivery of the Final Special Purpose Balance Sheet pursuant to Section 4.1 (the "Settlement Date"), Buyer shall pay to Seller an amount equal to the excess of the Purchase Price over the Estimated Amount, or Seller shall pay to Buyer an amount equal to the excess of the Estimated Amount over the Purchase Price, as the case may be, in either case with interest at an annual rate of five and three-quarters percent (5-3/4%) from the Closing Date to the date of payment. The payment required to be made pursuant to this Section 4 shall be made by wire transfer of immediately available funds.
