Additional Option Payments Sample Clauses

POPULAR SAMPLE Copied 1 times
Additional Option Payments. The Clearview Group shall also pay to the GG Group for each Contract Year an amount (each an "Additional Option Payment" and collectively the "Additional Option Payments") equal to the sum of (i) $120,000 and (ii) ten percent of the Average Excess Revenue, if any, as of the end of that Contract Year. By way of example and not limitation, Schedule 1.03(b) sets forth an illustration of option payments over five years.
View Source
Additional Option Payments. If Buyer has not exercised the Option and paid the Option Payment, as set forth in Section 2.3 below, on or prior to the relevant date set forth below, then Buyer and Timberline Parent will meet the following additional expenditures and payment requirements (“Additional Payment Requirements”) on or before the relevant date set forth below. March 31, ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Dollars (U.S.$1,000,000) in cash and issue One Million (1,000,000) shares of common stock of Timberline Parent to Gunpoint Parent (or as Gunpoint Parent may direct) March 31, ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Dollars (U.S.$2,000,000) in cash and issue One Million (1,000,000) shares of common stock of Timberline Parent to Gunpoint Parent (or as Gunpoint Parent may direct) December 31, 2018 Buyer will have made cumulative expenditures at the Talapoosa Project since the Effective Date totaling Seven Million and Five Hundred Thousand United States Dollars (U.S.$7,500,000). Buyer retains sole discretion over the timing and nature of the expenditures in its operation of the Talapoosa Project in accordance with Articles V and VI hereof. Buyer shall provide evidence of the cumulative expenditures to the reasonable satisfaction of Gunpoint Parent, which evidence may include financial statements of the Company as filed with the United States Securities and Exchange Commission. In relation to any issuance of shares of common stock of Timberline Parent pursuant to an Additional Payment Requirement, Gunpoint Parent and/or the entity to which such shares of common stock are being issued will deliver prior to the issuance of such shares of common stock a certificate regarding certain representations, warranties and covenants for purposes of issuing such shares of common stock pursuant to applicable securities laws at the time of issuance. If Buyer and/or Timberline Parent fail to make such Additional Payment Requirements on or before the dates indicated above, then this Option Agreement shall terminate at 11:59 pm Coeur d’Alene time on such date.” 3. As of the date of this Amendment, Section 2.2(g) as provided below, is hereby added to the Option Agreement:
View SourceView Similar (2)
Additional Option Payments. For each Antigen Target that is designated as an Additional CAR Antigen Target pursuant to Section 3.1(a) and for any Product Type that is designated as an Additional PSC Product Type pursuant to Section 3.1(b), Beam will issue Sana an invoice for a one-time payment equal to ten million Dollars ($10,000,000) (each, an “Additional Option Payment”) and Sana shall pay such Additional Option Payment within [***] Business Days after its receipt of such invoice from Beam.
View SourceView Similar (2)
Additional Option Payments. The Grantor and the Grantee agree that at present an encumbrance on the title to the subject real estate property exists. Said encumbrance is described in the Title Commitment, Order No. 122153A issued by Chicago Title Company of Colorado, Inc. as follows:
View Source
Additional Option Payments. On the 15th day of January, 2002 and continuing on the 15th day of January in each year thereafter through January 15, 2004, (unless this Option Agreement is extended as hereinafter set forth), the Grantee shall pay directly to the Grantors additional Option Payments in the amount of TWO HUNDRED THOUSAND AND NO/100 DOLLARS ($200,000.00) each. Provided that the Grantee well and truly performs the requirements of the Buyer in accordance with terms and provision of this Agreement and closes the real estate transaction contemplated in this Agreement, on or before December 31, 2004, or such other date to which the closing has been extended by mutual agreement of the parties, all Options Payments made hereunder by Grantee shall be credited against the Purchase Price referenced in Paragraph 3(c) hereof. In any event, subsequent to the Due Diligence Date identified in Paragraph 9(c) of this Contract, all Option Payments made hereunder shall be nonrefundable to the Grantee/Buyer.
View Source
Additional Option Payments. In addition to the Initial Option Payment of Five Thousand and No/100 ($5,000.00) Dollars to be paid within five (5) days after full execution hereof, in the event Optionee has not exercised and closed the purchase of the Option Property under this Option Agreement on or before October 31, 2018, Optionee shall thereafter pay to Optionor the sum of Five Thousand and No/100 ($5,000.00) Dollars prior to October 31, 2018 as an Additional Option Payment or this Option Agreement, and the option to purchase pursuant to this Option Agreement, shall terminate. Further, in addition to the foregoing option payments, in the event Optionee has not exercised and closed the purchase of the Option Property under this option agreement on or before November 30, 2018, Optionee shall thereafter pay to Optionor the additional sum of Five Thousand and No/100 ($5,000.00) Dollars prior to November 30, 2018 as an Additional Option Payment or this Option Agreement, and the option to purchase pursuant to this Option Agreement, shall terminate. In the event Optionee does not make the Additional Option Payments as scheduled, this option shall terminate, Optionor shall retain any option payments previously made, and neither party shall have any further obligation or rights hereunder, except for those that may survive the termination of this Option to Purchase. The Initial Option Payment and the Additional Option Payments shall be applied to the Purchase Price to be paid by Optionee to Optionor at closing.
View Source

Related to Additional Option Payments

  • Termination Payments (a) In the event that the Employment Term is terminated for any reason other than by the Company without Cause or by the Employee with Good Reason: (A) the Company shall pay to the Employee any Base Salary accrued hereunder on or prior to the date of termination but not theretofore paid to the Employee; and (B) the Employee shall be entitled, in accordance with the terms and conditions of the applicable plan, program or arrangement, to all benefits accrued under any benefit plans, programs or arrangements in which the Employee shall be a participant as of the date of termination, including any Bonus earned, declared and payable (but not yet paid) in accordance with Section 3(b) hereof in respect of the then current fiscal year, or if the Bonus in respect of the then current fiscal year has not yet been earned, declared and become payable, in respect of the fiscal year ended immediately prior to the date of termination (the "Accrued Benefits"). Notwithstanding the foregoing, the Bonus amount in respect of fiscal year 2000 under Section 3(b) shall be deemed earned, declared and payable. (b) Subject to paragraph (c) of this Section 11 below, in the event that the Employment Term is terminated by the Company without Cause or by the Employee for Good Reason: (A) the Company shall pay to the Employee any Base Salary accrued hereunder on or prior to the date of termination but not theretofore paid to the Employee; (B) the Company shall pay the Employee a lump sum amount equal to two (2) times the Employee's annual Base Salary at the time of the Employee's termination of employment; (C) the Company shall pay the Employee an amount equal to two (2) times the Bonus paid (or to be paid) to the Employee for the then current fiscal year, or if the Bonus in respect of the then current fiscal year has not yet been earned, declared and become payable, in respect of the fiscal year preceding the fiscal year in which such termination occurs; and

  • Termination Payment The final payment delivered to the Certificateholders on the Termination Date pursuant to the procedures set forth in Section 9.01(b).

  • Consideration Payment The consideration paid to Contractor is the entire compensation for all Work performed under this Agreement, including all of Contractor's approved reimbursable expenses incurred, such as travel and per diem expenses, unless otherwise expressly provided, as set forth in Exhibit 8 (Fees, Pricing and Payment Terms).

  • Earn-Out Payments (i) Pursuant to the Purchase Agreement, the WME Member or the Company, as applicable, are the obligors in respect of a portion of the Earn-Out Payment. Subject to Section 7.03(g)(ii), the Earn-Out Payments may be funded in any of the following manners (or any combination thereof) as determined by unanimous Board approval (provided that if unanimous Board approval is not obtained, the WME Member or the Company, as applicable, shall nevertheless be permitted to comply with their respective obligations to the Earn-Out Recipients under the Purchase Agreement): (A) for so long as the January Capital Member is a Member, a special cash distribution by the Company to the January Capital Member in consideration of that portion of the Earn-Out Payment due to the January Capital Member, (B) a cash distribution to all Common Members on a pro rata basis to enable the Common Members (other than the Class B Members) to make Earn-Out Payments to the Earn-Out Recipients (provided that all such Common Members shall be required to make such Earn-Out Payment following receipt of such distribution), (C) a special cash distribution by the Company to the WME Member to fund Earn-Out Payments by the WME Member to the Earn-Out Recipients (provided that the WME Member shall be required to make such Earn-Out Payment following receipt of such distribution), and (D) funding by the WME Member (and to the extent agreed to by the Sponsor Members, the Sponsor Members) for Earn-Out Payments to the Earn-Out Recipients. (ii) The Earn-Out Payments shall be subject to the following rules: (A) Earn-Out Payments to the January Capital Member will, to the extent permitted under the terms of any indebtedness and Senior Equity of the Company and its Subsidiaries and Annex A, and to the extent the WME Directors reasonably determine (after meaningful consultation with the full Board) that doing so would not have an adverse impact on the Company or its Subsidiaries, for so long as the January Capital Member is a Member, be distributed by the Company to the January Capital Member (subject, in each case, to clause (B) below) (provided that, for purposes of clarification, the January Capital Member shall not lose or waive its right to receive unpaid Earn-Out Payments solely because it ceases to be a Member; provided further that, if the Company is prohibited under the terms of any indebtedness or Senior Equity of the Company or its Subsidiaries or Annex A, or the Board otherwise determines that doing so would have an adverse impact on the Company or its Subsidiaries, and accordingly does not distribute Earn-Out Payments to the January Capital Member in accordance with this clause (A), then the January Capital Member shall have the right, but not the obligation, to elect in writing to defer the payment of such Earn-Out Payment for a period of up to 24 months (the “Outside Earn-Out Payment Date”); provided further that the deferred Earn-Out Payment will be made to the January Capital Member on the earliest to occur of (A) the date on which the deferred Earn-Out Payment may be made by the Company in accordance with, and subject to the terms and conditions of, this clause (A), (2) the date specified in writing by the January Capital Member (provided the January Capital Member provides written notice to the WME Member at least 60 days prior to the date on which the January Capital Member would like to receive the deferred Earn-Out Payment if such date is prior to the Outside Earn-Out Payment Date) and (3) the Outside Earn-Out Payment Date, (B) the Class B Members shall be grossed up so that they do not bear the effect of any Dilutive Adjustment (as defined below) or the Economic Cost of any Earn-Out Payments that are funded by distributions by the Company, (C) the Class B Members shall not bear any dilution arising from (x) the issuance of any Units that are issued in connection with the Earn-Out Payments or (y) any adjustment to the exercise price (a “Dilutive Adjustment”) of any securities or other interests convertible into Equity Securities of the Company resulting from any gross-up or true-up payment made in connection with, or that constitutes, any Earn-Out Payment, and (D) if any portion of the Earn-Out Payments are paid pursuant to clause (D) of Section 7.03(g)(i) by the WME Member and, if applicable, any Sponsor Members, the WME Member and such Sponsor Members (if any), will be issued Class A Common Units in respect of the amounts so paid thereby pursuant to such clause (D) at a price to be unanimously determined by the Board, which shall in no event be greater than Fair Market Value; provided, that if the Board does not unanimously agree on the price per Class A Common Unit, such Class A Common Units will be issued at Fair Market Value, as unanimously determined by the Board; provided, further, that if the Board does not unanimously agree on Fair Market Value, such value shall be determined by an investment banking firm of national reputation selected by the WME Member and reasonably acceptable to the SL Member, the KKR Member and the Company, whose expenses shall be borne by the Company. (iii) Solely for purposes of this Section 7.03(g), “Economic Cost”, means, with respect to a Class B Member, such Member’s direct or indirect Percentage Interest of any Company cash or other Company asset that is distributed in a non-pro rata distribution to fund all or any portion of any Earn-Out Payment; provided, that, “Economic Cost” shall not include any diminution in value, lost profits or similar cost not relating to the immediate economic effect of the applicable non-pro-rata distribution.

  • Retention Payment Payment of the Retention amount will be made in accordance with Public Contract Code Section 7107. If the Retention Payment is made before D-BE has complied with all of its obligations under the Contract, then payment of Retention shall not be interpreted as Final Payment and shall not relieve D-BE of its obligations under the Final Payment provisions.