Common use of Aggregate Cash Consideration Clause in Contracts

Aggregate Cash Consideration. The cash component of the Purchase Price (the “Aggregate Cash Consideration) shall not exceed $15,000,000 and shall be paid by the Purchaser to NeoGen in the following manner: (a) Fixed payments (the “Fixed Payments”) in an aggregate amount of $740,000 payable (i) in an installment of $90,000 on the earlier of the closing of a SIDDCO Sale (as defined below) and February 1, 2001, (ii) an installment of $90,000 on the first Quarter Start Date (as defined below) after the date hereof, being April 1, 2001, and (iii) in installments of $70,000 on each of the next eight Quarter Start Dates beginning on July 1, 2001; provided that (1) any Revenue Payments (as defined below) that are made shall reduce, dollar for dollar, any outstanding Fixed Payments (such reduction being applied first to the last outstanding Fixed Payment), (2) any Option Proceeds (as defined below) that are actually paid shall reduce, dollar for dollar, any outstanding Fixed Payments (such reduction being applied first to the next outstanding Fixed Payment and so on) and (3) in the event that the Purchaser is prohibited by law from selling or licensing all products or services utilizing the Technology, no further Fixed Payments shall be required until such time, if any, as such prohibition ceases to exist (in which case, the Fixed Payments shall recommence on the date such prohibition ceases to exist, which date shall be deemed a Quarter Start Date, and three months thereafter the next Quarter Start Date, and so on). For the purposes of this Agreement, a “Quarter” means one of the three month periods in each calendar year beginning on January 1, April 1, July 1 and October 1, and each of such dates means a “Quarter Start Date”.