Common use of Up Front Consideration Clause in Contracts

Up Front Consideration. At the Closing, Buyer shall deliver in cash to the Equityholders in immediately available funds by check or by wire transfer (if by wire transfer, payment shall be to accounts designated in writing by such Equityholders at least one (1) Business Day prior to the Closing Date) an amount equal to (i) Six Million Dollars ($6,000,000.00) minus (ii) all Transaction Expenses minus (iii) all such items of Company Debt set forth on Schedule 2.03(a)(i) hereto (except to the extent already deducted as Transaction Expenses pursuant to clause (ii) of this sentence), in the applicable per share amounts set forth on Schedule 2.03(a)(ii) attached hereto according to the share numbers set forth opposite such Equityholder’s name on the Closing Capitalization Table, subject to any adjustment pursuant to Section 2.07 (the “Up Front Consideration”).