Purchase Price and Payment Sample Clauses
The 'Purchase Price and Payment' clause defines the total amount to be paid for goods or services and outlines the terms and methods of payment. It typically specifies the purchase price, payment schedule, acceptable forms of payment, and any conditions for deposits or installments. This clause ensures both parties are clear on financial obligations and timelines, reducing the risk of disputes over payment and providing a framework for enforcing payment terms.
POPULAR SAMPLE Copied 56 times
Purchase Price and Payment. 3.1 The purchase price of the property is the amount referred to as such in paragraph 4 of Part A.
3.2 The purchase price shall be payable by the Purchaser to the Seller in cash against registration of transfer of the property into the name of the Purchaser : Provided that the deposit shall be payable as set out in paragraph 4 of Part A.
3.3 For purposes of clause 3.2 –
3.3.1 the Purchaser shall within 10 (ten) days of being called upon to do so provide the transferring attorneys with a bank guarantee acceptable to them for payment of the balance of the purchase price (taking into account the deposit paid in terms of paragraph 4 of Part A) against registration of transfer of the property into the name of the Purchaser, which guarantee may be called for when the suspensive conditions referred to in clauses 2.1.1 and 2.1.2 have been fulfilled;
3.3.2 the transferring attorneys are hereby authorised to release the deposit to the Seller against registration of transfer.
3.4 Subject to any other provisions of this agreement, all amounts payable by the Purchaser to the Seller in terms of and arising from this agreement shall be made unconditionally and without deduction or set-off into the trust account of the transferring attorneys referred to in paragraph 10 of Part A.
3.5 The Purchaser may, instead of furnishing the guarantee referred to in clause 3.3.1, deposit into the trust account of the transferring attorneys the purchase price, which amount shall be released to the Seller against registration of transfer of the property into the name of the Purchaser.
3.6 Should the Purchaser deposit any portion of the purchase price into the trust account of the transferring attorneys as contemplated in clause 3.5 –
3.6.1 the Purchaser hereby authorizes the transferring attorneys to invest the sum so deposited in an interest-bearing account with any of Standard Bank of South Africa Limited, Absa Bank Limited, First National Bank or Investec Bank Limited in terms of section 86(4) of the Legal Practice Act, No 28 of 2014;
3.6.2 the interest accruing on the investment concerned until the transfer date shall be payable to the Purchaser immediately after the transfer date.
Purchase Price and Payment. 4.1 The Purchase Price for the Property shall be paid as follows -
4.1.1 the deposit shall be paid into the Trust Account no later than 3 (three) Business Days after the Signature Date; and
4.1.2 the balance of the Purchase Price shall be paid against Transfer, provided that the balance shall be secured by a bank guarantee made payable to the Trust Account on Transfer, which bank guarantee must be provided to the Conveyancer within 10 (ten) Business Days from being called upon to do so by the Conveyancer, provided that the Condition Precedent, if applicable, has been fulfilled or waived, as the case may be.
4.2 The Purchaser shall be released from its obligation to provide the bank guarantee referred to in clause 4.1.2 above by making payment of the balance of the Purchase Price into the Trust Account.
4.3 The Conveyancer is hereby irrevocably authorised and required to invest any cash amount received from the Purchaser in terms of this Agreement in an investment account as contemplated in Section 86(4) of the Legal Practice Act, with the interest accruing for the benefit of the Purchaser until Transfer whereupon the Conveyancer shall pay the balance of the Purchase Price to the Seller.
4.4 In the event that the Purchaser fails to make payment of the deposit in accordance with clause 4.1.1 above within 4 (four) months of the Signature Date, then without prejudice to any other rights that the Seller may have, the Purchase Price shall be increased by 12% (twelve percent) per annum, calculated daily and compounded monthly in arrears, from the expiry of the aforesaid 4 (four) month period until such time as the Purchaser has complied with his aforesaid obligations.
Purchase Price and Payment. The total Purchase Price for the Property is the amount of the successful bid for the Cabin/Home Site at public auction plus the Maximum Value of the Personal Property.
Purchase Price and Payment. The purchase price payable for the Assets pursuant to this Agreement shall be as follows:
(a) The parties agree that the sole manner of payment for the Assets shall be by way of the payment of commissions based on revenues actually received by Buyer from the Contracts after the Closing Date. There will be no other payments to Seller for the Assets.
(b) Buyer shall pay to Seller fifteen percent (15%) of all Administrative Fees received from the Contracts until the amount advanced by Buyer under Section 2.1(d) (iii) is repaid to Buyer (the “Initial Commissions”). Seller agrees that the Initial Commissions shall be paid directly by Buyer to the Internal Revenue Service (“IRS”) and applied to amounts owed to the IRS by Seller (the “IRS Debt”);
(c) Only after the amount advanced under Section 2.1(d) (iii) has been repaid and paid in accordance with Section 2.1(b), Buyer shall pay to Seller thirty percent (30%) of all Administrative Fees received from the Contracts thereafter for as long as the Client under such Contracts remain under contract with Buyer.
(d) In addition, in the event that any Client of Seller that terminated a client service agreement with Seller prior to the Closing Date, and then executes a client service agreement with Buyer within ninety days of the Closing Date, Buyer shall pay thirty percent (30%) of all Administrative Fees earned on such contracts (the “CRS Client Commissions”) to the following persons:
i. The first $5,000 of CRS Client Commissions shall be paid directly to ▇▇▇▇▇▇;
ii. Any CRS Client Commissions earned after the payments made as described in Section 2.1(d)(i) shall be paid to ▇▇▇▇▇▇ and ▇▇▇▇▇▇▇▇ and split equally among them. Buyer shall be responsible only for paying this amount in the form of a joint check made payable to ▇▇▇▇▇▇ and ▇▇▇▇▇▇▇▇;
iii. Buyer shall pay to Seller up to Fifty Thousand Dollars ($50,000) to be applied to expenses to wind down the operations of Seller. Buyer shall not be obligated to make any payment as described in this Section 2.1(d) unless Buyer has approved the expenses in writing based on invoices and other written evidence of such expenses.
Purchase Price and Payment. 3.1 The Purchaser shall pay the Seller’s Conveyancer the deposit (10% of the Purchase Price) for the Property within 7 (seven) days of signature of this Agreement by the Purchaser, which deposit shall be held in trust by the Seller’s attorneys and invested in an interest bearing account in accordance with the provisions of Section 26 of the Alienation of Land Act No 68 of 1981 (as amended) with interest to accrue to the Purchaser. The provisions of this clause 3.1 shall constitute authority to the Seller’s Conveyancer, in terms of Section 86(4) of the Legal Practice Act, 2014(Act No. 28 of 2014), to invest the deposit for the benefit of Purchaser pending registration of transfer.
3.2 The Seller will not be bound to the Purchaser in terms of this Agreement until such time as the deposit has been paid to the Sellers Conveyancer’s trust account referred to in clause 3.1 above.
3.3 Within 21 (twenty one) days after signature of this Agreement, the Purchaser shall furnish the Seller or the Seller’s Conveyancer, with an irrevocable guarantee issued by a registered commercial bank for the due payment of the balance of the purchase price of the Property, or in the event of the Purchaser requiring a mortgage bond for purposes of purchasing the Property, within 21 (twenty one) days after signature of this Agreement confirmation of securing a mortgage bond. Should the Purchaser fail to comply with this clause 3.3, the contract will be deemed null and void. The Seller may however extend in his sole discretion as per clause 3.10.7 the period to secure the mortgage bond financing before the lapsing of the 21 days in terms of this clause 3.3.
3.4 Or alternatively to the delivery of the guarantee referred to in clause 3.3 above, the Purchaser shall within the same time periods as provided for in the aforesaid clause, pay into the trust account of the Seller’s Conveyancer, the balance of the purchase price of the Property, to be held by such attorneys in an interest bearing trust account, interest to accrue for the benefit of the Purchaser until the date upon which payment of the relevant amount falls due to the Seller. The Purchaser hereby irrevocably authorises the attorneys to release from the funds so received, the payments due to the Seller in terms of the provisions of this Agreement.
3.5 All amounts payable by the Purchaser in terms of this Agreement shall be paid to the Seller’s Conveyancer free of bank charges or commission at Cape Town and without deduction or se...
Purchase Price and Payment. A. The purchase price is based on a per-acre easement compensation value of the Property multiplied by the number of acres. The Parties agree to adjust the purchase price to conform to the final acreage as determined by a survey procured by NRCS, or unless otherwise mutually agreed to by the Parties. Any adjustment of purchase price or acreage will be incorporated in the Warranty Easement Deed, and by its execution, at closing, shall constitute the Parties’ agreement to the adjustment.
B. Before the payment is issued, NRCS must determine that all Landowners meet the AGI limitations set forth in 7 CFR Part 1400. Landowners that are legal entities or general partnerships that meet the AGI limitations may have individual members of that legal entity or general partnership that do not meet the AGI limitations. While the deed document will reflect the purchase price as calculated and adjusted under paragraph A above, the amount actually paid at closing will be reduced by an amount commensurate with the percent ownership of any AGI-ineligible member of an otherwise AGI-eligible legal entity or general partnership.
C. NRCS will make a single payment unless Landowner identifies in this paragraph the number of annual installment payments requested. Landowner requests annual installment payments (not more than 10) and acknowledges that after the first installment payment, subsequent installment payments will be made after October 1 of each calendar year following the first installment payment. Landowners electing installment payments where the total easement purchase price is more than $500,000 may elect a minimum of 5 and a maximum of 10 installment payments. Payment will be made by the United States using electronic fund transfers (EFTs).
Purchase Price and Payment. Unless otherwise agreed in writing between the selling Investor Member and the Company, the price of Class A Investor Shares purchased and sold pursuant to this section 8.6 shall be ninety percent (90%) of the value of such Class A Investor Shares as determined by the Company in its reasonable discretion. The purchase price shall be paid by wire transfer or other immediately-available funds at closing, which shall be held within sixty (60) days following written notice from the Manager.
Purchase Price and Payment. Buyer will pay SolarEdge the price for Products specified in the Quotation (the “Purchase Price”) in accordance with the payment terms specified in the Quotation. Unless otherwise agreed in writing by ▇▇▇▇▇▇▇▇▇ and Buyer, (i) all invoices issued by SolarEdge for Products purchased are due within thirty (30) of delivery; and (ii) all payments hereunder shall be made to SolarEdge in the currency denominated in the Quotation by wire transfer to the account or specified on the invoice.
Purchase Price and Payment. (a) In consideration of the sale by the Stockholders to Buyer of the Company Shares and in reliance upon the representations and warranties of the Company and the Stockholders herein contained and made at the Closing and subject to the satisfaction of all of the conditions contained herein, Buyer agrees that, subject to Section 1.2(b) hereof, it will: (i) pay (i) $5,020,324 in cash at the Closing to the Company's Employee Stock Ownership Trust (the "ESOT"), (ii) deliver to the Escrow Agent $750,000, subject to reduction as set forth in Section 1.2(b) below (the "Escrow Amount"), to be held by the Escrow Agent pursuant to and in accordance with the terms of the Indemnification Escrow Agreement to be executed by the ESOT substantially in the form attached hereto as Exhibit B (the "Indemnification Escrow Agreement") and (iii) deliver to each Stockholder, other than the ESOT, a junior subordinated promissory note in the principal amount specified in Exhibit A (the "Notes") substantially in the form attached hereto as Exhibit C (the amounts specified in clauses (i), (ii) and (iii) of this sentence, the "Purchase Price"). The aggregate amount of the Notes is $7,459,920.
(b) The Purchase Price will be increased or decreased, as appropriate, dollar-for-dollar to the extent that, as of the Closing: (x) the long-term liabilities and the present value (assuming an 8% discount rate) of the off-balance-sheet liabilities of the Company and its Subsidiaries (as defined in Section 2.4 hereof) in the aggregate are more or less than $12.8 million ("Liabilities") or (y) the working capital of the Company (calculated on the basis of unrestricted cash) is more or less than $1.5 million ("Working Capital") (either clause (x) or (y) or both may give rise to an adjustment in the Purchase Price). The Purchase Price will be decreased dollar-for-dollar to the extent that, as of the Closing, the Company has less than $2.4 million of unrestricted cash. Unrestricted cash means cash, cash equivalents and marketable securities not subject to any restrictions as to their application. At least two (2) business days prior to the Closing the Company and Buyer shall prepare a statement to be attached hereto as Schedule 1.2(b) which sets forth the Liabilities, Working Capital, unrestricted cash and the amount of any adjustment to the Purchase Price, each as estimated as of the Closing Date. The Purchase Price adjustment shall be calculated based on the balance sheet of the Company as of a date...
Purchase Price and Payment. The purchase price (the "Purchase Price") to be paid by Purchaser to Seller for the Property is the sum of Seven Million Four Hundred Thousand and No/100 Dollars ($7,400,000.00), payable as follows:
(a) Upon the opening of Escrow (as hereinafter set forth) Purchaser shall deliver to Escrow Agent (as hereinafter defined) cash in the sum of One Hundred Thousand Dollars ($100,000.00), ("Deposit") which shall be held by Escrow Agent as security for the full performance by Purchaser of its obligations hereunder and on account of the Purchase Price payable at Closing, subject to the following terms and conditions: (i) If Closing occurs, then the Deposit shall be applied to the Purchaser Price; (ii) If Closing does not occur and Seller shall be entitled to liquidated damages as provided in Paragraph 10(b) hereof, Seller shall be entitled to the Deposit; and (iii) If the Closing does not occur and Purchaser shall be entitled to the return of the Deposit as provided in this Agreement, the same shall be returned to Purchaser.
(b) Purchaser shall pay to Seller through Escrow Agent at Closing in immediately available funds an amount equal to the balance of the Purchase Price, plus (or minus) the net amount of all costs, expenses, adjustments and prorations to be credited (or debited) to Purchaser pursuant to this Agreement. If Seller fails to forward to Purchaser a Qualifying Statement provided under 1445 of the Internal Revenue Code and an equivalent Form 590RE provided under the Revenue and Taxation Code of the State of California, Escrow Agent shall be entitled to withhold and pay to the Internal Revenue Service and the Franchise Tax Board such withholding required of Purchaser pursuant to Internal Revenue Code 1445 and equivalent form provided under the Revenue and Taxation Code of the State of California.
(c) The Deposit shall be at all times invested by Escrow Agent in the following investments ("Approved Investments"): (i) United States Treasury obligations, (ii) United States Treasury-backed repurchase agreements issued by a major money center banking institution reasonably acceptable to Seller, (iii) Certificates of Deposit or Money Market Accounts of institutions whose deposits are insured by the FDIC or (iv) such other manner as may be reasonably agreed to by Seller and Purchaser. The Deposit shall be disposed of by Escrow Agent only as provided in this Agreement.
(d) All payments required to be made under this Agreement shall be made in U.S. funds.