Consideration; Method of Payment Clause Samples

Consideration; Method of Payment. The consideration to be paid by Purchaser to the Sellers in connection with the Merger and the Purchaser's acquisition thereby of the Sellers' interests in Advisors (the "Consideration") will consist of the Initial Cash Payment, the Initial Stock Payment and the Earn Outs (less the Penalties and the Returned Amount, if any) (as each such term is defined below) and will be paid in accordance with this Section 1.6. (a) Consideration Payable at Closing. At the Closing, Purchaser will make the following payments and deliveries of Consideration (collectively the "Initial Consideration") to the Sellers: (i) Initial Cash Payment. Purchaser will pay to the Sellers in immediately available funds the aggregate amount of One Million Nine Hundred Thousand Dollars ($1,900,000) (the "Initial Cash Payment"), payable $720,000 to Kotok, $720,000 to Goldberg and $460,000 to Greenb▇▇▇. ▇▇x ▇▇▇▇▇▇▇ Thousand Dollars ($600,000) of the Initial Cash Payment (the "Returnable Amount") will be subject to repayment or partial repayment by Purchaser in accordance with the terms and conditions set forth in Exhibit D hereto. (ii) Initial Stock Payment. Purchaser will deliver to the Sellers (the "Initial Stock Payment") 167,742 shares of Common Stock of RBC, $0.10 par value per share ("RBC Common Stock") (based on an estimated per share value of $7.75 and an estimated aggregate value of $1,300,000), with 110,968 shares of such RBC Common Stock ($860,000 in estimated value) to be held in the Escrow Account (as defined below) with 39,549 shares (20% of the Initial Stock Payment) subject to forfeiture as a Penalty as provided in paragraph (a)(vii) and paragraph (c) below and the remaining shares in the Escrow Account subject to forfeiture upon non-payment when due of any Returned Amount (as defined below) to Purchaser. The RBC Common Stock will be divided among the Sellers as follows: 40% to Kotok, 40% to Goldberg and 20% to Greenberg.
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Consideration; Method of Payment. The purchase price which Buyer shall pay to Seller for the Property shall be Four Million Three Hundred Thousand Sixty-Three Dollars ($4,300,063) through Escrow at the Closing as follows:
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Consideration; Method of Payment. The purchase price which Buyer shall pay to Seller for the Property shall be Six Million Seven Hundred Thousand and No/100 Dollars ($6,700,000.00) (the “Purchase Price”), which Buyer shall pay to Seller through Escrow at Closing as follows:
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Consideration; Method of Payment. The aggregate consideration for the sale and assignment of the Equity Interests, subject to any adjustments described herein, is $610,000 (the “Purchase Price”). The Purchase Price shall be paid as follows immediately upon execution of this Agreement (the “Closing”): (a) Buyer shall transfer, in escrow, $50,000 by wire transfer of immediately available funds to the client trust account of Buyer’s transaction attorney with the sole instruction and condition that such attorney disburse the $50,000 to an account designated by Sellers immediately upon Sellers’ delivery of evidence confirming the opening of the bank account described in Section 4.3(b); (b) Buyer shall pay $160,000 by delivery of a promissory note substantially in the form attached hereto as Exhibit A (“Note A”). Interest shall accrue on the outstanding principal balance of Note A at a rate of 1.5% per annum, and payments of principal and interest shall be made as follows: (i) on the 90th day after the Effective Date, $50,000 plus all accrued interest shall be due and payable; and (ii) on the 150th day after the Effective Date, $110,000 plus all accrued but unpaid interest shall be due and payable. Notwithstanding the foregoing, if Buyer satisfies the entire outstanding balance of principal and interest within 90 days after the Effective Date, the principal balance of Note A as of the Effective Date shall be reduced from $160,000 to $150,000; and (c) Buyer shall pay $400,000 by delivery of a promissory note substantially in the form attached hereto as Exhibit B (“Note B” and together with Note A, collectively, the “Notes”). Interest shall accrue on the outstanding principal balance of Note B at a rate of 5.0% per annum, and payments of principal and interest shall be made as follows: (i) Buyer will make no payments until July 1, 2016, at which time all interest accrued as of such date will be due and payable; (ii) Buyer will make interest-only payments on the first day of each calendar month after July 1, 2016 until Note B is satisfied in full, and (iii) the principal balance of Note B will be satisfied in three equal installments of $133,333.33 on the first, second, and third anniversaries of the Effective Date.
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Related to Consideration; Method of Payment

  • Method of Payment Subject to Section 8.01(c), distributions required to be made to Certificateholders on any Payment Date as provided in Section 5.01 shall be made to each Certificateholder of record on the preceding Record Date by wire transfer, in immediately available funds, to the account of such Holder at a bank or other entity having appropriate facilities therefor, if such Certificateholder shall have provided to the Certificate Registrar appropriate written instructions at least five Business Days prior to such Payment Date or, if not, by check mailed to such Certificateholder at the address of such Holder appearing in the Certificate Register.

  • Method of Payments Any amount due under this Guarantee shall be paid: (a) in immediately available funds; (b) to such account as the Security Trustee may from time to time notify to the Guarantor; (c) without any form of set-off, cross-claim or condition; and (d) free and clear of any tax deduction except a tax deduction which the Guarantor is required by law to make.

  • Time and Method of Payment (Amounts Distributed by the Administrative Agent). Except as otherwise provided in Section 4.02, all amounts payable to any Funding Agent or Investor hereunder or with respect to the Series 2019-1 Class A-1 Advance Notes shall be made to the Administrative Agent for the benefit of the applicable Person, by wire transfer of immediately available funds in Dollars not later than 3:00 p.m. (Eastern time) on the date due. The Administrative Agent will promptly, and in any event by 5:00 p.m. (Eastern time) on the same Business Day as its receipt or deemed receipt of the same, distribute to the applicable Funding Agent for the benefit of the applicable Person, or upon the order of the applicable Funding Agent for the benefit of the applicable Person, its pro rata share (or other applicable share as provided herein) of such payment by wire transfer in like funds as received. Except as otherwise provided in Section 2.07 and Section 4.02, all amounts payable to the Swingline Lender or the L/C Provider hereunder or with respect to the Swingline Loans and L/C Obligations shall be made to or upon the order of the Swingline Lender or the L/C Provider, respectively, by wire transfer of immediately available funds in Dollars not later than 3:00 p.m. (Eastern time) on the date due. Any funds received after that time on such date will be deemed to have been received on the next Business Day. The Master Issuer’s obligations hereunder in respect of any amounts payable to any Investor shall be discharged to the extent funds are disbursed by the Master Issuer to the Administrative Agent as provided herein or by the Trustee or Paying Agent in accordance with Section 4.02, whether or not such funds are properly applied by the Administrative Agent or by the Trustee or Paying Agent. The Administrative Agent’s obligations hereunder in respect of any amounts payable to any Investor shall be discharged to the extent funds are disbursed by the Administrative Agent to the applicable Funding Agent as provided herein whether or not such funds are properly applied by such Funding Agent.

  • Purchase Price and Method of Payment The total purchase price to be paid for the property is $ , with a ten percent (10%) down payment, due on the day of auction, in the amount of $ to be paid concurrently to the escrow agent, CLAY COUNTY ABSTRACT AND TITLE, Clay Center, Kansas with the execution of this agreement.

  • Compensation and Method of Payment Subject to any limitations set forth below or elsewhere in this Agreement, District agrees to pay Consultant the amounts specified in Exhibit B “Compensation”. The total compensation, including reimbursement for actual expenses, shall not exceed Three Thousand Two Hundred Fifty Dollars ($3,250.00), unless additional compensation is approved in writing by the District. a. Each month Consultant shall furnish to District an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-consultant contracts. Sub-consultant charges, if any, shall be detailed by the following categories: labor, travel, materials, equipment and supplies. District shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection b. In the event any charges or expenses are disputed by District, the original invoice shall be returned by District to Consultant for correction and resubmission. b. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by District, District will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant’s correct and undisputed invoice. c. Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.