Base Purchase Price Sample Clauses

Base Purchase Price. (a) The purchase price for the Assets shall be an amount equal to (i) $10,550,000 minus (ii) the amount of the current accounts payable of the Sellers assumed by the Buyer on the Closing Date pursuant to clauses (i) and (ii) of Section 1.4(a) below (the "Base Purchase Price"). The Base Purchase Price shall be subject to adjustment as provided in Section 1.7 below. Any such adjustment shall increase or reduce the portion of the Base Purchase Price which is payable by delivery of cash, as described in Section 1.3(b)(ii) below. (b) The Base Purchase Price shall be paid as follows. At the Closing, the Buyer shall deliver to the Sellers (i) $3,919,000 by delivery of an instrument of evidence of indebtedness pursuant to which the Buyer shall issue shares of its Common Stock, $.01 par value per share ("Common Stock"), which instrument shall be on the terms described below (the "Instrument"), and (ii) the balance by wire transfer of immediately available federal funds, to an account designated by the Sellers. The Base Purchase Price (as adjusted in the manner provided in this Agreement) shall be allocated among each Seller in the manner provided on SCHEDULE C attached hereto. The Instrument shall provide for issuance to the Sellers of a number of shares of Buyer Common Stock equal to (I) $3,919,000 divided by (II) the average of the bid and asked prices per share of Buyer's Common Stock as reported on the Nasdaq Stock Exchange for each of the fifteen trading days ending on the business day preceding the Closing Date (the "Market Value"). The Instrument shall provide for issuance of one-third (in number of shares) of the total number of shares of Buyer Common Stock issuable pursuant to the Instrument on the date which is 180 days following the Closing Date (the "First Issue Date"); one-third (in number of shares) of such shares on the date which is 365 days following the Closing Date (the "Second Issue Date"); and the balance on the date which is 545 days following the Closing Date (the "Third Issue Date"). The Instrument shall further provide that:

Base Purchase Price. Article III

Base Purchase Price. Buyer will pay to Seller total cash ------------------- consideration of $1,300,000 (the "Base Purchase Price"), subject to adjustment as provided in SECTIONS 3.2 and 3.

Base Purchase Price. 10 3.2 Adjustments to Base Purchase Price..................................... 10 3.3

Base Purchase Price. The amount set forth in Section 3.01.

Base Purchase Price. Subject to Section 2.9(c), the Base Purchase Price shall be Four Million Seven Hundred Fifty Thousand dollars ($4,750,000), subject to adjustments as set forth herein (the "Base Purchase Price").

Base Purchase Price. The Base Purchase Price shall be paid as follows: (i) an amount of €43,200,000 (FORTY THREE MILLION TWO HUNDRED THOUSAND EUROS), plus the amount of the Estimated Closing Date Cash Balance set out in Schedule 1.5.(c)(i) attached hereto, is paid to the Seller on the date hereof in cash by wire transfer in immediately available funds to the to the Seller’s bank account (the “Seller’s Bank Account”) (the “Closing Cash Payment”). (ii) an amount of €28,800,000 (TWENTY-EIGHT MILLION EIGHT HUNDRED THOUSAND EUROS), (the “Cash for G-Shares”), is transferred directly by the Purchaser to Globant Lux for the subscription and payment on behalf of the Seller and issuance by Globant Lux, on the date hereof, of such number of Globant Lux restricted common shares as may be purchased at the price per share equal to the volume weighted average trading price of the publicly traded shares of Globant Lux during a period comprising 60 trading days ending on (but including) the tenth trading day prior to Closing Date, as quoted in the New York Stock Exchange (NYSE:GLOB) (the “G-Shares”). For the subscription and issuance of the G-Shares, at Closing, the Seller and Globant Lux have executed the subscription agreement attached as Exhibit 1.3.(a)(ii) hereto (the “Subscription Agreement”); provided, however, that the Seller, in accordance with Rule 506(b) of Regulation D under the US Securities Act of 1933, as amended, has also completed, executed and delivered to Globant Lux the questionnaire attached thereto to verify its qualification as “accredited investor” under applicable US Law; provided, further, that the Subscription Agreement includes provisions subjecting the G-Shares to a lock-up period, during which the Seller will not be permitted to transfer, sell, pledge or in any manner dispose of such shares (the “Lock-Up”), which shall be lifted on a staggered schedule, as follows: (A) 34% of the G-Shares received shall be released from the Lock-Up on the 6th month anniversary from the Closing Date, (B) an additional 33% of the G-Shares received shall be released from the Lock-Up on the 12th month anniversary from the Closing Date, and (C) the remaining 33% of the G-Shares received shall be released from the Lock-Up on the 18th month anniversary of the Closing Date; (iii) an amount of €14,000,000 (FOURTEEN MILLION EUROS) less any adjustments, set-off or deductions as provided in this Agreement, including those contemplated in Section 1.5., ARTICLE 7, ARTICLE 8 and ARTICLE 9 shall b...

Base Purchase Price. Buyers shall provide the following to Sellers as the “Base Purchase Price,” subject to the adjustments provided in Section 3.2 et seq herein (the “Adjusted Base Purchase Price.”)

Base Purchase Price. On the Closing Date, the Purchase shall pay to the Stockholders in cash, by wire transfer of immediately available funds to separate bank accounts designated by each Stockholder, the sum of Thirty Million ($30,000,000) Dollars (the “Base Purchase Price”). The Base Purchase Price shall be payable to the Stockholders, as follows: (i) Fifteen Million ($15,000,000) Dollars shall be paid to ▇▇▇▇▇▇▇▇, and (ii) Fifteen Million ($15,000,000) Dollars shall be paid to ▇▇▇▇▇▇▇.