Amount Payable at Closing Sample Clauses

Amount Payable at Closing. (a) At the Closing, the Buyer shall pay to Seller Parent, as agent for the Seller, Four Hundred Ten Million Dollars ($410,000,000).
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Amount Payable at Closing. (a) At the Closing, the Buyer shall pay to FFG, as agent for the Seller, the Estimated Purchase Price. The "Estimated Purchase Price" shall mean the sum of (i) the Premium and (ii) the Estimated Stockholders' Equity.
Amount Payable at Closing. (a) The aggregate amount payable by Parent to the Shareholders pursuant to Section 1.8 (the "Amount Payable") shall be as set forth in this Section 1.6 and Section 1.7. Each of the Shareholders shall be entitled to receive that portion of each installment of the Amount Payable that is determined by multiplying the amount of cash or number of shares to be issued by the number of shares of Company Common Stock owned by that Shareholder at the Effective Time and dividing the product by the total number of shares of Company Common Stock issued and outstanding at the Effective Time.
Amount Payable at Closing. (a) Subject to Section 2.4, the total amount payable at Closing for the Loans (the “Total Amount Payable”) shall be equal to (i) the Base Purchase Price, (ii) plus all Additional Advances, (iii) minus all payments received by Seller after the Cutoff Date, (iv) minus Outstanding Property Taxes, (v) minus any Escrow Amounts actually held by Seller as of the Closing Date, (vi) plus in the case of Performing Loans, all accrued but unpaid interest as of the Closing Date on such Performing Loans at the rate specified in the applicable Note or Loan Agreement, (vii) plus all Protective Advances.
Amount Payable at Closing. The purchase price to be paid to Seller by Buyer for the Purchased Assets shall be (a) the assumption of the Assumed Liabilities plus (b) $450,000,000, payable as described in the following sentence and subject to adjustment as provided in Section 1.5. At the Closing, Buyer shall (i) assume the Assumed Liabilities, and (ii) pay Seller $450,000,000 (less the amount of the Deposit and Accrued Interest, which shall be retained by Seller). Such cash purchase price payable at Closing, plus or minus the amounts paid pursuant to Section 1.5, as finally adjusted pursuant to Section 1.5, is hereinafter referred to as the Final Purchase Price.

Related to Amount Payable at Closing

  • Cash at Closing At Closing, Purchaser shall pay to Seller, by wire transferred current federal funds, an amount equal to the Purchase Price, minus the sum of the Xxxxxxx Money which Seller receives at Closing from the Escrowee, and plus or minus, as the case may require, the closing prorations and adjustments to be made pursuant to Section 4(C) below.

  • Payment at Closing The Borrower shall have paid (A) to the Administrative Agent, the Arrangers and the Lenders the fees set forth or referenced in Section 4.3 and any other accrued and unpaid fees or commissions due hereunder, (B) all reasonable fees, charges and disbursements of counsel to the Administrative Agent (directly to such counsel if requested by the Administrative Agent) to the extent accrued and unpaid prior to or on the Closing Date, plus such additional amounts of such reasonable fees, charges and disbursements as shall constitute its reasonable estimate of such fees, charges and disbursements incurred or to be incurred by it through the closing proceedings (provided that such estimate shall not thereafter preclude a final settling of accounts between the Borrower and the Administrative Agent) and (C) to any other Person such amount as may be due thereto in connection with the transactions contemplated hereby, including all taxes, fees and other charges in connection with the execution, delivery, recording, filing and registration of any of the Loan Documents.

  • Payment at Closing; Fee Letters The Borrower shall have paid to the Administrative Agent and the Lenders the fees set forth or referenced in Section 4.3 and any other accrued and unpaid fees or commissions due hereunder (including, without limitation, legal (including, without limitation, local counsel) fees and expenses) and to any other Person such amount as may be due thereto in connection with the transactions contemplated hereby, including all taxes, fees and other charges in connection with the execution, delivery, recording, filing and registration of any of the Loan Documents.

  • Payments at Closing At the Closing, Buyer shall:

  • Payments of Post-Closing Adjustment Except as otherwise provided herein, any payment of the Post-Closing Adjustment, together with interest calculated as set forth below, shall (A) be due (x) within five (5) Business Days of acceptance of the applicable Closing Working Capital Statement or (y) if there are Disputed Amounts, then within five (5) Business Days of the resolution described in clause (v) above; and (B) be paid by wire transfer of immediately available funds to such account(s) as is directed by Buyer or Sellers, as the case may be.

  • Post-Closing Payments (a) On the first anniversary of the Closing Date, Buyer will pay to Seller or, to the extent designated by Seller in writing and in accordance with Section 3.11, to the Members in accordance with their respective Pro Rata Percentages, the remaining 33.33% of the Closing Cash Consideration, as finally determined in accordance with Section 3.4 (the “Deferred Cash Payment”), via wire transfer to the Seller’s Bank Account or the Member Bank Accounts, as applicable.

  • Crediting Payments The receipt of any payment item by Agent shall not be required to be considered a payment on account unless such payment item is a wire transfer of immediately available federal funds made to Agent’s Account or unless and until such payment item is honored when presented for payment. Should any payment item not be honored when presented for payment, then Borrowers shall be deemed not to have made such payment and interest shall be calculated accordingly. Anything to the contrary contained herein notwithstanding, any payment item shall be deemed received by Agent only if it is received into Agent’s Account on a Business Day on or before 1:30 p.m. If any payment item is received into Agent’s Account on a non-Business Day or after 1:30 p.m. on a Business Day (unless Agent, in its sole discretion, elects to credit it on the date received), it shall be deemed to have been received by Agent as of the opening of business on the immediately following Business Day.

  • Amount of Purchase Price The purchase price (“Purchase Price”) per Share for each Share which Optionee is entitled to purchase under the Options shall be $2.25 per Share.

  • Payment of Reimbursement Amount To effect the expense reimbursement provided for in this Agreement, the Fund may offset the appropriate Reimbursement Amount against the management fees, Rule 12b-1 fees and/or shareholder servicing fees payable under the Investment Management Agreement, Rule 12b-1 Plan and/or the Shareholder Servicing Agreement. Alternatively, the Reimbursement Amount shall be paid directly by IICO, IDI and/or WISC. Such offset shall be taken, or such direct payment shall be paid, two times per year within 30 days following the date of a Fund’s applicable semi-annual or annual reporting period.

  • Aggregate Purchase Price The aggregate purchase price for the Notes (the “Aggregate Purchase Price”) shall equal the result of (x) divided by (y), where (x) equals the Aggregate Principal Amount and (y) equals 1.25. Each date upon which a Closing occurs is a “Closing Date”.

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