Deferred Payment Amount definition
Examples of Deferred Payment Amount in a sentence
The parties acknowledge and agree that the Deferred Payment Amount: (a) will reflect an allocation of 5% of the aggregate amount of the Principal Balances of the Receivables which became Written-Off Receivables and an allocation of 5% of the aggregate amount of Recoveries, and (b) will vary inversely to the amount of such Written-Off Receivables net of such Recoveries.
On the Closing Date, Seller and Purchaser shall execute and deliver the instruments and documents referenced in Sections 9 and 10 and Purchaser shall make the Initial Payment and shall deposit the Deferred Payment Amount with the Escrow Agent.
Buyer will use reasonable best efforts to pay (A) the Deferred Payment Amount in full on the Deferred Payment Date to the fullest extent permitted under the terms of the Credit Agreement, and (B) if applicable, all outstanding principal amount plus accrued but unpaid interest on the Promissory Note to the fullest extent Buyer is permitted to make such payment or any portion thereof from time to time under the terms of the Credit Agreement.
The Closing Payment Amount and the Deferred Payment Amount shall be allocated to the NetQuote Shares and IQ Holdings Interests as set forth in Section 7.5(e).
The Closing Payment Amount and the Deferred Payment Amount (and any other item of consideration for purposes of Section 1060 of the Code (together, the “Consideration”) and any adjustment thereto will be allocated for tax purposes 43.1% to the NetQuote Shares and 56.9% to the IQ Holdings Interests; provided, however, that any consideration consisting of any liabilities of IQ Holdings shall be allocated to IQ Holdings.