Payment of Balance of Deferred Payment Sample Clauses

Payment of Balance of Deferred Payment. Buyer shall instruct Escrow Agent to pay to Stockholders in sufficient shares of Pro One Stock, in accordance with their ownership percentage of SHI Stock, seventy (70) days after the end of the Guaranty Period any positive Deferred Payment balance (after any adjustments under Section 3.3.2) remaining after subtracting the QRR Guaranty Payment. Seventy (70) days after the end of the Guaranty Period, Escrow Agent shall pay to Buyer in sufficient shares of Pro One Stock the amount of the Deferred Payment equal to the QRR Guaranty Payment and such shares shall thereupon be canceled by Parent. In the event the share certificates of Pro One Stock need to be reissued in order to allow distribution of the QRR Guaranty Payment to Buyer and distribution of the remaining positive Deferred Payment to Stockholders, Escrow Agent shall deliver to Buyer sufficient share certificates of Pro One Stock, to enable Buyer to obtain sufficient shares of Pro One Stock reissued, to the extent practicable, one-half in increments of one thousand (1000) share certificates and one-half in increments of five thousand (5000) share certificates to make the payments due to the parties hereunder. Rather than issue fractional shares of Pro One Stock, Buyer will pay to the Escrow Agent in cash the amount of any fractional shares of Pro One Stock to which any of the Stockholders would be entitled. For purposes of calculating the number of shares of Pro One Stock which from which the QRR Guaranty Payment will be deducted, each share of Pro One Stock will be valued at the Closing Value, rather than the current market value or trading price at the end of the Guaranty Period. Any disputes regarding the QRR Guaranty Payment and Deferred Payment shall be resolved in accordance with Section 15. Stockholders shall notify Buyer and Escrow Agent of any dispute relating to the QRR Guaranty Payment within fourteen (14) days after delivery of the schedule. If there is such a dispute, the Escrow Agent shall not deliver to any party any payment of the Deferred Payment or QRR Guaranty Payment, except for any sums mutually agreed to by Stockholders and Buyer, until the dispute has been resolved by arbitration and all time periods for appealing any arbitrator's award have expired or upon written confirmation to the Escrow Agent that the parties have resolved the dispute. If the QRR Guaranty Payment exceeds the Deferred Payment, then Buyer shall have no obligation to pay any of the Deferred Payment to Stockhol...
View Source
Payment of Balance of Deferred Payment. Buyer shall pay to Stockholder ninety (90) days after the end of the Guaranty Period any positive Deferred Payment balance (after any adjustments under Section 3.4.2) remaining after subtracting the QRR Guaranty Payment. Any disputes regarding the QRR Guaranty Payment and Deferred Payment shall be resolved in accordance with Section 20.10. Stockholder shall notify Buyer of any dispute relating to the QRR Guaranty Payment within fourteen (14) days after delivery of the schedule. If the QRR Guaranty Payment exceeds the Deferred Payment, then Buyer shall have no obligation to pay any of the Deferred Payment to Stockholder, and Stockholder shall have no obligation to pay to Buyer the amount by which the QRR Guaranty Payment exceeds the Deferred Payment.
View Source

Related to Payment of Balance of Deferred Payment

  • Deferred Payment “Deferred Payment” means any severance pay or benefits to be paid or provided to Executive (or Executive’s estate or beneficiaries) pursuant to this Agreement and any other severance payments or separation benefits, that in each case, when considered together, are considered deferred compensation under Section 409A.

  • Deferred Payments “Deferred Payments” means any severance pay or benefits to be paid or provided to Executive (or Executive’s estate or beneficiaries) pursuant to this Agreement and any other severance payments or separation benefits to be paid or provided to Executive (or Executive’s estate or beneficiaries), that in each case, when considered together, are considered deferred compensation under Section 409A.

  • Payment of Base Rent Tenant agrees to pay the Base Rent for the Premises. Monthly Installments of Base Rent shall be payable in advance on the first day of each calendar month of the Term. If the Term begins (or ends) on other than the first (or last) day of a calendar month, the Base Rent for the partial month shall be prorated on a per diem basis. Tenant shall pay Landlord the first Monthly Installment of Base Rent when Tenant executes the Lease.

  • Distributions and Interest Amount (i) Interest Rate. "Interest Rate" for any day means, the Federal Funds Overnight Rate. For the purposes hereof, "Federal Funds Overnight Rate" means, for any day, an interest rate per annum equal to the rate published as the Federal Funds Effective Rate that appears on Telerate Page 118 for such day.

  • Returned Payment Fee If your account is subject to a Returned Payment Fee, the fee will be charged to your account when a payment is returned for any reason.