Delivery of Purchase Price Clause Samples
The 'Delivery of Purchase Price' clause defines how and when the buyer must pay the agreed-upon amount to the seller in a transaction. Typically, this clause specifies the payment method (such as wire transfer or certified check), the timing of the payment (for example, at closing or upon delivery of goods), and any conditions that must be met before payment is made. Its core function is to ensure both parties are clear on the expectations and logistics of payment, thereby reducing the risk of disputes or delays related to the transfer of funds.
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Delivery of Purchase Price. The Purchase Price for each of the Units sold shall have been delivered to the escrow agent pursuant to the Escrow Deposit Agreement.
Delivery of Purchase Price. The Purchase Price for the Shares shall be available in cleared funds and authorized by the Company and Purchaser, in their sole and absolute discretion, for distribution on the Closing in accordance with the terms hereof.
Delivery of Purchase Price. The Purchase Price for the Securities shall have been delivered to the Company on the Closing Date.
Delivery of Purchase Price. The Purchase Price for the Shares shall have been delivered to the Company. 购买价格的告知。股票购买价格应已支付给公司。
Delivery of Purchase Price. The Purchase Price for the Preferred Shares and Warrants has been delivered to the Company at the Closing Date.
Delivery of Purchase Price. The Purchase Price for the Shares and Warrants shall have been delivered to the Company at the Closing.
Delivery of Purchase Price. Optionee hereby delivers to the Company the Aggregate Purchase Price, to the extent permitted in the Option Agreement (the "Option Agreement") as follows (check as applicable and complete): [ ] in cash (by check) in the amount of $_____________________, receipt of which is acknowledged by the Company; [ ] by cancellation of indebtedness of the Company to Optionee in the amount of $___________________________________; [ ] by delivery of ______________________________ fully-paid, nonassessable and vested shares of the Common Stock of the Company owned by Optionee for at least six (6) months prior to the date hereof (and which have been paid for within the meaning of SEC Rule 144), or obtained by Optionee in the open public market, and owned free and clear of all liens, claims, encumbrances or security interests, valued at the current Fair Market Value of $____________________ per share; [ ] by tender of a full recourse promissory note in the principal amount of $__________________________, secured by a Pledge Agreement of even date herewith (the par value of the Shares is tendered in cash (by check) receipt of which is acknowledged by the Company); [ ] by the waiver hereby of compensation due or accrued to Optionee for services rendered in the amount of $_________________________________; [ ] through a "same-day-sale" commitment, delivered herewith, from Optionee and the NASD Dealer named therein, in the amount of $_______________________________; or [ ] through a "margin" commitment, delivered herewith from Optionee and the NASD Dealer named therein, in the amount of $_____________________.
Delivery of Purchase Price. The purchase price for the Property shall be the price identified in the Basic Terms (the “Purchase Price”), which shall be subject to reduction in accordance with Section 7(d) and payable by Buyer to Seller as follows:
(1) Within five (5) business days after the execution of this Agreement, Buyer shall deposit into an escrow account (the “Escrow”) established with Escrow Holder (as identified in the Basic Terms), which will serve as escrow holder for this transaction a deposit in the amount of the Deposit (as identified in the Basic Terms above). If Buyer notifies Seller that it elects to proceed to purchase the Property in accordance with the provisions of Section 7, then the Deposit (as defined in the Basic Terms) will become non-refundable to Buyer, except in the event of a default or breach of this Agreement by Seller. The Deposit shall at all times prior to Closing be invested in United States treasury obligations or such other interest bearing accounts or securities as are approved by Buyer in writing; all interest earned on the Deposit will be administered, paid or credited (as the case may be) in the same manner as the Deposit and, when credited to the escrow account shall constitute additional Deposit. At the closing of the transactions contemplated by this Agreement (the “Closing”), Buyer shall receive a credit against the Purchase Price for the Deposit.
(2) The Purchase Price, less a credit for the Deposit, and plus or minus prorations and adjustments as set forth in Section 17 hereof, shall be paid by Buyer to Seller by wire transfer of immediately available federal funds on the Closing Date.
Delivery of Purchase Price. The Subscriber shall have delivered to the Company the purchase price for the Shares to be purchased by the Subscriber.
Delivery of Purchase Price. At the Closing, the Purchase Price, as adjusted, shall be paid upon the surrender pursuant to Section 1.01(b) hereof of a certificate or certificates representing all of the issued and outstanding shares of Company Common Stock, as follows:
(a) An aggregate of the sum of (i) $3,825,331, representing forty-five percent (45%) of the Purchase Price, minus (ii) the amount of the Purchase Price Adjustment, if any, shall be paid directly to the holders thereof by wire transfer in New York Clearing House Funds in accordance with Exhibit A hereto.
(b) An aggregate of $4,675,404 shall be paid by the delivery to (A) an escrow agent (the "Escrow Agent") selected by GRS and reasonably acceptable to the Stockholders, on behalf of the Stockholders, of such number of shares of the GRS' common stock, par value $.01 per share ("GRS Common Stock"), as shall have a value equal to $1,700,147, representing twenty percent (20%) of the Purchase Price (the "Escrow Fund"), based upon the public offering price of the GRS Common Stock to be sold in its initial public offering (the "Offering") and (B) to the Stockholders in accordance with Exhibit A hereto, of such number of shares of GRS Common Stock as shall have a value equal to $2,975,257 based upon the public offering price of the GRS Common Stock to be sold in the Offering. The shares of GRS Common Stock to be so held in escrow shall be held by the Escrow Agent for a period of one year following the Closing in accordance with the terms of an Escrow Agreement in the form of Exhibit B hereto (the "Escrow Agreement"), and shall thereafter be restricted from transfer for an additional one-year period in accordance with the terms, and subject to the conditions, of a Lock-Up Agreement in the form of Exhibit C hereto (the "Lock-Up Agreement"). The Stockholders shall receive cash in lieu of fractional shares.
(c) Each certificate evidencing shares of GRS Common Stock issued in connection with the Stock Purchase shall bear the following restrictive legend: THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (the "1933 ACT"), NOR UNDER ANY STATE SECURITIES LAWS AND SHALL NOT BE TRANSFERRED, SOLD, ASSIGNED OR HYPOTHECATED UNTIL EITHER (I) A REGISTRATION STATEMENT WITH RESPECT THERETO IS DECLARED EFFECTIVE UNDER THE 1933 ACT AND APPLICABLE STATE SECURITIES LAWS OR (II) THE COMPANY RECEIVES AN OPINION OF COUNSEL TO THE COMPANY OR OTHER COUNSEL TO THE HOLDER OF SUCH SHARES, WHICH OPINION IS SA...