To Activated Sample Clauses

To Activated. (i) The Buyer shall deposit with the Escrow Agent at the Closing the sum of $500,000 in immediately available funds (the "Cash Escrow Fund") and, within ten days following the Closing Date, 78,697 shares of common stock of the Buyer, $2.00 par value (the "VDC Shares"), both of which shall serve as non-exclusive sources for payment of any liability of Sellers to Buyer under this Agreement, which sum shall be held and disbursed in accordance with the terms of the Escrow Agreement; and (ii) At the Closing, the Buyer shall deposit with the Escrow Agent the sum of $89,169 in immediately available funds (the "Accounts Receivable Escrow Fund") which sum shall be held and disbursed in accordance with the terms of the Escrow Agreement; and (iii) On the Deferred Delivery Date, if the Market Price of one VDC Share is less than $7.00, as adjusted for any stock splits, extraordinary dividends, exchanges, recapitalizations or mergers, then, within sixty days following the Deferred Delivery Date, the Buyer shall issue to Activated that number of shares of common stock of VDC, par value $2.00 (the "Deferred Purchase Shares"), calculated in accordance with the following formula: [$550,873.84 - (78,697 x the Market Price of one VDC Share on the Deferred Delivery Date)] / the Market Price of one VDC Share on the Deferred Delivery Date = the number of Deferred Purchase Shares payable by Buyer For example, if the Market Price of one VDC Share on the Deferred Delivery Date was $6.00, then the number of Deferred Purchase Shares payable by Buyer would equal 13,116 [($550,873.84 - $472,182) / $6.00]. If the number of Deferred Purchase Shares calculated in accordance with the above formula results in a fractional share, one Deferred Purchase Share shall be payable in lieu of such fractional share. (iv) Notwithstanding anything to the contrary in this Section 2.2, in the event that Buyer becomes entitled to receive from escrow all or any portion of the VDC Shares (the "Returned Shares") on or before the Deferred Delivery Date by virtue of Sellers' obligation to pay any liability of Sellers to Buyer under this Agreement, and the market value of one VDC Share is less than $7.00 on the Deferred Delivery Date (as adjusted for any stock splits, extraordinary dividends, exchanges, recapitalizations or mergers), then the Buyer , within sixty days following the Deferred Delivery Date, shall issue to Sellers the number of Deferred Purchase Shares calculated in accordance with the following f...

Related to To Activated

  • Internet Service In the event that internet is required during your stay, please verify that the Property selected provides the service. Rules of the House: In the event there are rules specific to your Property either required by the Owner or if applicable from an HOA, they will be posted at the home and your compliance is necessary. Rental Unit for Sale: Occasionally a Property may go on the market for sale. In such cases Agent reserves the right to show the Property to potential buyers. Agent will make every effort to schedule the showing at a time that is convenient for Tenant, so as not to interrupt your vacation. Tenant’s cooperation is appreciated. Consumable Products: Paper products, laundry/dish detergent, personal toiletry items and food staples are not included in the Properties. Linens: Linens are included with all Properties for reservations up to 2 days or more. If linens and towels are damaged or missing there will be an added fee to replace and/or clean those items. Linens and towels should only be used for sleeping in and drying off. Damaged or missing bath towels are $25, hand towels are $15, wash cloths are $10, sheets are $30, pillow cases are $15, and bath mats are $20. Damaged items might include makeup, blood stains, excessive dirt, tanning lotion, and human waste.

  • Internet Use 7.1. Customer is prohibited from posting or transmitting unlawful material on or via the Internet or the World Wide Web. 7.2. Leaseweb is entitled to actively block ports or IP addresses for the Network, in the event that such is – in Leaseweb’s reasonable view – necessary to preserve or protect the security and performance of the Network or the Internet or the World Wide Web. An overview of the blocked ports or IP addresses may be requested in writing by Customer from Leaseweb. 7.3. Without prejudice to the generality of Clause 7.2 of the Acceptable Use Policy, Leaseweb shall in any event actively block the following ports for its Network: (i) UDP/137 – Netbios; (ii) UDP/139 – Netbios; (iii) TCP/135 till 139 – Netbios;(iv) TCP/445 – Smb; and (v) Protocol UDP port 11211 - Memcache 7.4. If Leaseweb reasonably suspects that Customer is subject to a DoS attack, DDoS attack, DRDoS attack or another attack and (in Leaseweb’s reasonable opinion) such attack negatively affects the Infrastructure, Leaseweb shall be entitled to immediately block access to Customer's Infrastructure. In the event that Customer is subject to repetitive attacks, and Customer does not successfully take measures to prevent that future attacks may negatively affect Leaseweb’s Infrastructure, then Leaseweb shall be entitled to immediately terminate theSales Contract by sending a written notice to Customer.

  • Internet Services Transfer Agent shall make available to Company and Shareholders, through ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ (“Web Site”), online access to certain Account and Shareholder information and certain transaction capabilities (“Internet Services”), subject to Transfer Agent’s security procedures and the terms and conditions set forth herein and on the Web Site. Transfer Agent provides Internet Services “as is,” on an “as available” basis, and hereby specifically disclaims any and all representations or warranties, express or implied, regarding such Internet Services, including any implied warranty of merchantability or fitness for a particular purpose and implied warranties arising from course of dealing or course of performance.

  • Computer Access Where possible, providing no additional costs are incurred by the Employer, one (1) authorized representative of each Union shall be entitled to submit for posting on the Employer's electronic communication system one electronic Union notice per month for members of the bargaining unit. The Employer shall determine the method of distribution. The Employer shall review all proposed notices and retain a discretion not to post any notice that it deems unlawful or contrary to the Employer’s interests, which discretion shall not be unreasonably exercised. The Union agrees to indemnify the Employer for any liability arising out of offensive or otherwise unlawful notices posted by the Union. Nothing in this Article requires a change to distribution practices that existed prior to April 1, 2015.

  • For Office Use Only Ref No )