Payment of Base Purchase Price. On the Signing Date, Purchaser will cause a duly authorized officer of Purchaser to provide Seller with written documentation of a deposit by Purchaser of the Base Purchase Price into a segregated bank account that is under the exclusive control of Purchaser (the "SEGREGATED ACCOUNT"). At the Closing, Purchaser will (a) pay to Seller from the Segregated Account an amount equal to $6,500,000 (or $6,500,000 minus the Adjustment Amount if the Adjustment Amount is deemed final in accordance with Section 2.4(b)) (such amount, the "CLOSING CASH PAYMENT") by wire transfer of immediately available funds to the bank account set forth on a notice given by Seller to Purchaser not later than three business days prior to the Closing Date and (b) deliver to Seller an Option Agreement substantially in the form attached as Exhibit 2.2(b) (the "OPTION AGREEMENT").
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Sources: Asset Purchase Agreement (Inspire Insurance Solutions Inc), Asset Purchase Agreement (Inspire Insurance Solutions Inc)