Deferred Purchase Price Sample Clauses

Deferred Purchase Price. On each Business Day on and after the Final Payout Date, the Master Servicer, on behalf of the Administrative Agent on behalf of the Funding Agents for the benefit of the Investors, shall pay to the SPV an amount equal to the Collections of Receivables received by the SPV less the accrued and unpaid Servicing Fee (and the SPV (or the Master Servicer on its behalf) shall apply such Collections in the manner described in Section 2.14).

Deferred Purchase Price. On the Closing Date, and, thereafter, in each Settlement Statement, the Servicer shall calculate, as of the last day of the Accounting Period most recently completed, the amount (the "Deferred Purchase Price") equal to the Credit Enhancement Reserve, provided, that on and after a Liquidation Day and during the continuance of a Liquidation Period, the Deferred Purchase Price shall be equal to the Deferred Purchase Price as computed on the Business Day immediately preceding the commencement of such Liquidation Period.

Deferred Purchase Price. The deferred purchase price (the “Deferred Purchase Price”) shall be equal to the sum of (A) an amount, not to exceed Six Million and No/100ths Dollars ($6,000,000.00) (the “Maximum Initial Deferred Payment”), equal to the amount by which Pre-Tax Underwriting Income for the period (the “Earnout Period”) beginning on the Closing Date and extending to and including December 31, 2017, with respect to Bluestone Premium written for the period beginning on the Closing Date and ending on December 31, 2016, exceeds Fourteen Million and No/100ths Dollars ($14,000,000.00), and (B) the Additional Deferred Payment Amount. The Deferred Purchase Price shall be payable in the following separate installments (each of which shall be a “Deferred Purchase Price Payment”): (i) On or before September 1, 2016, the Buyer shall pay to the Seller an amount equal to forty percent (40%) of the Pre-Tax Underwriting Income for the period beginning on the Closing Date and extending to and including June 30, 2016, as reflected on the Pre-Tax Underwriting Income Statement dated as of June 30, 2016, with respect to Bluestone Premium written for the period beginning on the Closing Date and extending to and including December 31, 2015; (ii) On or before March 1, 2017, the Buyer shall pay to the Seller an amount equal to the sum of (A) the difference between (1) the Pre-Tax Underwriting Income for the period from the Closing Date to and including December 31, 2016, as reflected on the Pre-Tax Underwriting Income Statement dated as of December 31, 2016, with respect to Bluestone Premium written for the period beginning on the Closing Date and extending to and including December 31, 2015, less (2) the amount paid to Seller in subsection (b)(i) above, plus (B) an amount equal to forty percent (40%) of the Pre-Tax Underwriting Income for the period beginning on January 1, 2016 and extending to and including December 31, 2016, as reflected on the Pre-Tax Underwriting Income Statement dated as of December 31, 2016, with respect to Bluestone Premium written for the period beginning on January 1, 2016 and extending to and including June 30, 2016; (iii) On or before September 1, 2017, the Buyer shall pay to the Seller an amount equal to the sum of (A) the difference between (1) the Pre-Tax Underwriting Income for the period beginning on January 1, 2016 and extending to and including June 30, 2017, as reflected on the Pre-Tax Underwriting Income Statement dated as of June 30, 2017, with respect to Blu...

Deferred Purchase Price. The Servicer, on behalf of the Administrator and the Purchasers, shall pay to the Seller, from Collections, the amounts payable to the Seller from time to time pursuant to Section 1.6(b)(ii), Section 1.6(b)(iv) and clause sixth of Section 1.6(d)(ii) (such amounts, the “Deferred Purchase Price” with respect to the Purchased Assets) at the times specified in such Sections, which remittances shall satisfy the obligation (up to the amount actually received by the Seller or Servicer) of the Administrator on behalf of the Purchasers to pay the Deferred Purchase Price with respect to the Purchased Assets to the Seller. The parties hereto acknowledge and agree that the Administrator and the Purchasers shall have the right to, and intend to, set off (i) the Seller’s obligation to pay (or cause to be paid) to the Purchasers (or to the Administrator on their behalf) all Collections on the portion of the Purchased Assets attributable to the Deferred Purchase Price against (ii) the Administrator’s and the Purchasers’ obligations to pay (or cause to be paid) to the Seller the Deferred Purchase Price.

Deferred Purchase Price. The Deferred Purchase Price shall be paid in five equal annual installments, with the first such installment to be paid on May 21, 2002. The Deferred Purchase Price shall be evidenced by a promissory note from Buyer in the form attached hereto as Exhibit 2.03 (the "Note"). No interest shall accrue on the Deferred Purchase Price so long as there is no default under the Note. If there is default under the Note, interest shall accrue as provided therein. In addition; (a) If CTC (or its successor in interest) completely discontinues and abandons the technology described in Section 1.00(a) of that certain License Agreement between Buyer, Seller and CTC, dated on even date herewith, and any technology materially derived therefrom (collectively, the "Licensed Technology"), then Buyer shall be relieved from the obligations to make additional installment payments under the Note. Payment obligations under the Note shall not cease until Seller receives written notice ("Discontinuation Notice") of the discontinuation and abandonment of the Licensed Technology (regardless whether such discontinuance and abandonment in fact have occurred prior to the date Seller receives the Discontinuance Notice). In addition to any other payments then due hereunder, Buyer shall also promptly pay Seller a pro-rated amount based on the period between the date the last installment payment was due hereunder and the later of the date (i) the Discontinuation Notice is received by Seller, and (ii) the actual date use of the Licensed Technology is discontinued and abandoned. Upon issuance of a Discontinuation Notice, Buyer shall afford Seller reasonable access to facilities and records to verify such discontinuation. Any disagreement in respect to a Discontinuation Notice shall be resolved as provided in Section 11.07 of this Agreement. If, in conjunction with the Discontinuation Notice, CTC discontinues all of its other business operations, and CTC has insufficient funds to pay all of CTC's debts, the Final Payment shall be paid to Holder after the Bank Debt and the trade debt of CTC (excluding debt owed to CTC by Amcast or any of its Affiliates, is paid in full. (b) All principal under the Note, and all accrued and unpaid interest thereon ("Balance"), shall become immediately due and payable (x) if the Licensed Technology or the use thereof is sold, licensed, or otherwise transferred to anyone other than Buyer, (y) upon the sale or transfer of substantially all of the assets of CTC (or, if ...

Deferred Purchase Price. The Applicable Servicer, on behalf of the Purchaser, shall pay to the applicable Seller, from Collections, the amounts payable to such Seller from time to time pursuant to Section 1.6(b)(ii), Section 1.6(b)(iv) and the last paragraph of Section 1.6(d) (such amounts, the “Deferred Purchase Price” with respect to the Purchased Assets) at the times specified in such Sections and determined in accordance with Section 1.8(f).

Deferred Purchase Price. In accordance with the terms of this Agreement, the Servicer shall, on behalf of the Administrative Agent and each Purchaser, be deemed to automatically and immediately pay to the Seller the Deferred Purchase Price from time to time (i) prior to the Final Payout Date, when and to the extent funds are available therefor pursuant to Section 3.01 and (ii) after the Final Payout Date, on each Business Day from Collections to the extent such Collections exceed the accrued and unpaid Servicing Fee, in each case without further set-off or counterclaim. Any payment of any amount of Deferred Purchase Price shall be deemed to be made by each Purchaser according to its Percentage of such amount.

Deferred Purchase Price. (a) For the purposes of this Section 3.5, the terms listed below shall have the following meanings:

Deferred Purchase Price. That portion of the Purchase Price for each Lot that is identified as the Deferred Purchase Price in Section 2 above is due and payable by Purchaser to Seller, as provided in and pursuant to the terms of the Lot Development Agreement.