Common use of Consideration Payment Clause in Contracts

Consideration Payment. 5.1 In consideration of the aforesaid the Buyer has agreed to make payment of an aggregate sum of Rs. /- (Rupees Only) (hereinafter called the CONSIDERATION AMOUNT) (which amount includes the cost of construction of the said Flat, common parts and facilities). 5.2 The said consideration amount to be paid in respect of the said Flat shall be paid in the manner provided for in the FOURTH SCHEDULE hereunder written. 5.3 The entirety of the consideration amount will be paid to the Seller and all amounts paid to the Seller shall be a complete discharge of the obligation of the Buyer to make payment under this agreement and/or in respect of the said Flat. 5.4 In addition to the aforesaid consideration the Buyer has also agreed 71to pay to the Seller charges if any in respect of: i) Charges for providing any additional work in and/or relating to the said Flat at the request of the Buyer and for providing any additional facilities or utility for the said Flat shall be paid borne and discharged by the Buyer. ii) All betterment fees taxes and other levies charges imposed by the Government or any other authority relating to the said Premises and/or the said Flat shall be paid and borne by the Buyer proportionate to his/ her/ its interest therein. 5.5 Time for payment shall always remain as the essence of the contract. In the event of any default on the part of the Buyer in making payment of any of the amounts agreed to be paid in terms of this Agreement the Seller shall be entitled to claim interest at the rate of 18% per annum on the amount remaining outstanding subject to what is hereinafter appearing. 5.6 In the event of any default on the part of the Buyer in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty days from the same becoming due the Seller shall be entitled to and are hereby authorized to determine and/or rescind this Agreement and forfeit a sum equivalent to ten percent of the consideration amount as and by way of predetermined liquidated damages and the Buyer hereby consents to the same and refund the balance upon the Seller entering into an agreement for sale with another person in respect of the said Flat. Upon such termination the Buyer shall cease to have any right or claim under this Agreement and/or in respect of the said Flat and the Seller shall be entitled to enter into agreements for sale and transfer with any other person or persons without any claim on the part of the Buyer and the Buyer hereby consents to the same. 5.7 The Buyer agrees and covenants not to claim any right or possession over and in respect of the said Flat till such time the Buyer has made and/or deposited all the amounts herein agreed to be paid or deposited by the Buyer. 5.8 It is hereby agreed and declared that the Buyer has agreed and committed himself/herself/itself to make payment of the amounts payable in terms of these presents and it shall not be obligatory or necessary on the part of the Seller to serve any notice or demand on the Buyer. 5.9 In the event of the Seller providing any additional materials facilities or gadgets over and above what has been agreed upon for the benefit of the residents of the said building and/or housing complex the Buyer shall be liable to make payment of the proportionate share in respect thereof and the same shall form part of the common portions. However, whether such additional facilities or amenities are to be provided for will be entirety at the sole discretion of the Seller and the Buyer hereby consents to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum from the date on which the amount falls due, to the date of payment, both days inclusive. All payments received will be first applied towards applicable interest and other dues, if any, and thereafter towards the installments.

Appears in 1 contract

Sources: Flat Buyer's Agreement

Consideration Payment. 5.1 In Subject to Section 2.7 below, the consideration for the Seller’s Transfer to the Purchaser of the aforesaid Transferred Assets, the Buyer has agreed exclusive license from the Seller to make payment the Purchase of an aggregate sum the Licensed Assets and the Seller’s performance of Rs. /- its obligations under this Agreement and the other Acquisition Documents, shall equal Three Hundred Fifty Million Dollars (Rupees Only$350,000,000) (hereinafter called the CONSIDERATION AMOUNT“Purchase Price”), payable as follows: (i) (which amount includes At the cost of construction of Closing, the said Flat, common parts and facilities). 5.2 The said consideration amount to be paid in respect of the said Flat Purchaser shall be paid in the manner provided for in the FOURTH SCHEDULE hereunder written. 5.3 The entirety of the consideration amount will be paid to the Seller and all amounts paid to the Seller shall be a complete discharge of the obligation of the Buyer to make payment under this agreement and/or in respect of the said Flat. 5.4 In addition to the aforesaid consideration the Buyer has also agreed 71to pay to the Seller charges if any and/or to an Affiliate of Seller as designated by the Seller by wire transfer of immediately available funds to an account or accounts identified in respect of:writing by the Seller to the Purchaser at least two days prior to the Closing Date amounts in aggregate equal to Two Hundred Seventy Five Million Dollars ($275,000,000). (ii) On the earlier of (i) Charges for providing any additional work in and/or relating the first anniversary of the Closing Date or (ii) the occurrence of a Change of Control of the Purchaser, the Purchaser shall pay to the said Flat at the request Seller and/or to an Affiliate of the Buyer and for providing any additional facilities or utility for the said Flat shall be paid borne and discharged Seller as designated by the Buyer. ii) All betterment fees taxes and other levies charges imposed Seller by wire transfer of immediately available funds to an account or accounts identified in writing by the Government or any other authority relating Seller to the said Premises and/or Purchaser at least two days prior to the said Flat shall Closing Date amounts in aggregate equal to Seventy Five Million Dollars ($75,000,000), as such amount may be paid and borne by adjusted pursuant to the Buyer proportionate to his/ her/ its interest therein. 5.5 Time for payment shall always remain as the essence of the contract. In the event of any default on the part of the Buyer in making payment of any of the amounts agreed to be paid in terms of this Agreement (such amount as adjusted, the Seller “Deferred Payment”). Purchaser shall in no circumstances have the right to set off against the Deferred Payment. (iii) The Seller, the Purchaser and their Affiliates agree that, for U.S. federal income tax purposes, the Deferred Payment, if paid to Seller, shall be entitled composed of an interest element and a principal element, the interest element being computed on the principal element at an interest rate equal to claim interest at the applicable federal rate of 18% per annum on the amount remaining outstanding subject to what is hereinafter appearing. 5.6 In the event of any default on the part of the Buyer in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty days computed from the same becoming due the Seller shall be entitled to and are hereby authorized to determine and/or rescind this Agreement and forfeit a sum equivalent to ten percent of the consideration amount as and by way of predetermined liquidated damages and the Buyer hereby consents to the same and refund the balance upon the Seller entering into an agreement for sale with another person in respect of the said Flat. Upon such termination the Buyer shall cease to have any right or claim under this Agreement and/or in respect of the said Flat and the Seller shall be entitled to enter into agreements for sale and transfer with any other person or persons without any claim on the part of the Buyer and the Buyer hereby consents to the same. 5.7 The Buyer agrees and covenants not to claim any right or possession over and in respect of the said Flat till such time the Buyer has made and/or deposited all the amounts herein agreed to be paid or deposited by the Buyer. 5.8 It is hereby agreed and declared that the Buyer has agreed and committed himself/herself/itself to make payment of the amounts payable in terms of these presents and it shall not be obligatory or necessary on the part of the Seller to serve any notice or demand on the Buyer. 5.9 In the event of the Seller providing any additional materials facilities or gadgets over and above what has been agreed upon for the benefit of the residents of the said building and/or housing complex the Buyer shall be liable to make payment of the proportionate share in respect thereof and the same shall form part of the common portions. However, whether such additional facilities or amenities are to be provided for will be entirety at the sole discretion of the Seller and the Buyer hereby consents to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum from the date on which the amount falls due, Closing Date to the date of payment, both days inclusive. All payments received will be first applied towards applicable interest and other dues, if anysuch Deferred Payment is paid to the Seller, and thereafter towards neither the installmentsSeller, the Purchaser, nor any of their Affiliates shall take any position on any Tax Return inconsistent therewith.

Appears in 1 contract

Sources: Asset Purchase Agreement (Abraxis BioScience, Inc.)

Consideration Payment. 5.1 4.1 In consideration lieu of the aforesaid consideration mentioned in PART – I of the Buyer has agreed to make payment of an aggregate sum of Rs. /- (Rupees Only) THIRD SCHEDULE hereto (hereinafter called referred to as the CONSIDERATION AMOUNT“Consideration Amount”) (which to be paid by the Purchaser to the Owners/Developers in the manner set out in PART – II thereof, the Owners/Developers agrees to construct and sell to the Purchaser the said Unit described in the SECOND SCHEDULE, it being recorded that the Purchaser has informed the Owners/Developers that such payment schedule is more convenient to the Purchaser. 4.2 The Purchaser has been informed that the total consideration amount includes payable by the cost Purchaser to the Owners/Developers as stated under the Third Schedule has been arrived at on the basis of construction the Super Built up Area of the said Flat, common parts flat as mentioned in clause 1.21 above and facilities)the Purchaser has fully understood the same and hereby agrees and consents to the same. 5.2 4.3 The said consideration amount Purchaser has also agreed to be paid pay to the Owners/Developers in respect of the said Flat shall be paid in the manner provided for in the FOURTH SCHEDULE hereunder written. 5.3 The entirety of addition to the consideration amount will be paid hereinabove mentioned, all charges and costs for any alterations/additions in the said Unit or any other extra facilities with specifications in construction etc. which the Owners/Developers may on a later date decide to provide, which is presently not taken into consideration and further proportionately all applicable statutory outgoing and expenses including the costs, charges and expenses for revision of the plan to the Seller and extent it relates to such alteration, all amounts paid to the Seller shall be a complete discharge of the obligation of the Buyer to make payment under this agreement and/or in respect of the said Flat. 5.4 In addition to the aforesaid consideration the Buyer has also agreed 71to pay to the Seller charges if any in respect of: i) Charges for providing any additional work in and/or relating to the said Flat at the request of the Buyer and for providing any additional facilities or utility for the said Flat shall be paid borne and discharged by the Buyer. ii) All betterment fees fees, taxes and other levies levies/ charges imposed by the Government or any other authority relating to the said Premises and/or the said Flat Unit and shall also pay wholly the sales tax, service tax, G.S.T or any tax payable under the Works Contracts Tax or any other tax (but excluding Income Tax) of the amounts payable to the Owners/Developers. 4.4 In addition to the aforesaid consideration amount, the Purchaser shall also deposit with the Owners/Developers the amounts as detailed under the SIXTH SCHEDULE hereunder written and payment of such amounts shall be paid made at or before taking possession of the said Unit. In case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owners/Developers’s reasonable estimation subject to subsequent accounting and borne by the Buyer proportionate to his/ her/ its interest thereinsettlement within a reasonable period. 5.5 4.5 Time for payment shall always remain as be the essence of the contract. In the event of any default on the part of the Buyer in making payment of any of the amounts agreed to be paid in terms of this Agreement the Seller shall be entitled to claim interest at the rate of 18% per annum on the amount remaining outstanding subject to what is hereinafter appearing. 5.6 In the event of any default on the part of the Buyer in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty days from the same becoming due the Seller shall be entitled to and are hereby authorized to determine and/or rescind this Agreement and forfeit a sum equivalent to ten percent of the consideration amount as and by way of predetermined liquidated damages and the Buyer hereby consents to the same and refund the balance upon the Seller entering into an agreement for sale with another person in respect of the said Flat. Upon such termination the Buyer shall cease to have any right or claim under this Agreement and/or in respect of the said Flat and the Seller shall be entitled to enter into agreements for sale and transfer with any other person or persons without any claim on the part of the Buyer and the Buyer hereby consents to the same. 5.7 The Buyer Purchaser agrees and covenants not to claim any right or of possession over and in respect of the said Flat Unit till such time the Buyer Purchaser has made and/or deposited all the amounts herein agreed to be paid or deposited by the BuyerPurchaser. 5.8 It is hereby agreed and declared that the Buyer has agreed and committed himself/herself/itself to make payment of the amounts payable in terms of these presents and it shall not be obligatory or necessary on the part of the Seller to serve any notice or demand on the Buyer. 5.9 4.6 In the event of the Seller Owners/Developers providing any additional materials materials, facilities or gadgets over and above what has been agreed upon for at the benefit of the residents of building and/or the said building and/or housing complex Premises, the Buyer Purchaser shall be liable to make payment of the proportionate share in respect thereof and the same such facilities shall form part of the common portions. However, portions and whether such additional facilities or amenities are to be provided for will for, shall be entirety entirely at the sole discretion of the Seller Owners/Developers and the Buyer Purchaser hereby consents consent to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum from the date on which the amount falls due, to the date of payment, both days inclusive. All payments received will be first applied towards applicable interest and other dues, if any, and thereafter towards the installments.

Appears in 1 contract

Sources: Sale Agreement

Consideration Payment. 5.1 In consideration (a) The aggregate Purchase Price by Purchaser for the purchase of the aforesaid Acquired Assets shall be: (i) the Buyer has agreed assumption of Assumed Liabilities, (ii) the credit bid of 100% of the Loan Agreement Indebtedness (t Credit Bid A mount Credit Bid Portion which amount shall be satisfied by discharging all Loan Agreement Indebtedness pursuant to make payment section 363(k) of the Bankruptcy Code and (iii) an amount in cash equal to the amount set forth - in the Wind-Down Budget (th Wind-Down Amount ). At the Closing, in lieu of paying all or any portion of the Wind-Down Amount, Purchaser may, by delivery of a written notice to Sellers at least two (2) Business Days prior to the Closing Date, instruct Sellers to retain a portion of, and not to exceed, the cash expected to be actually held at Closing by Sellers (net of written but uncashed checks) in an amount set forth in such notice and such cash shall dollar for dollar basis, the Wind-Down Amount to be paid by Purchaser at the Closing. (b) In accordance with S ection 2.1(a), Purchaser shall satisfy the Purchase Price at the Closing as to the Credit Bid Portion by discharging Sellers, and Sellers shall be deemed to be discharged, from the Loan Agreement Indebtedness in an aggregate sum amount equal to the Credit Bid Amount (for the avoidance of Rs. /- (Rupees Only) (hereinafter called doubt, any Encumbrance and security interest of Purchaser on any asset of Sellers that is not an asset being purchased by Purchaser pursuant to this Agreement shall not be released and will continue to secure the CONSIDERATION AMOUNT) (which remaining outstanding amount includes the cost of construction of the said Flat, common parts and facilitiesLoan Agreement Indebtedness). 5.2 The said consideration amount to be paid in respect of the said Flat shall be paid in the manner provided for in the FOURTH SCHEDULE hereunder written. 5.3 The entirety of the consideration amount will be paid (c) Notwithstanding anything to the Seller and all amounts paid to the Seller shall be a complete discharge of the obligation of the Buyer to make payment under contrary in this agreement and/or in respect of the said Flat. 5.4 In addition to the aforesaid consideration the Buyer has also agreed 71to pay to the Seller charges if any in respect of: i) Charges for providing any additional work in and/or relating to the said Flat at the request of the Buyer and for providing any additional facilities or utility for the said Flat shall be paid borne and discharged by the Buyer. ii) All betterment fees taxes and other levies charges imposed by the Government or any other authority relating to the said Premises and/or the said Flat shall be paid and borne by the Buyer proportionate to his/ her/ its interest therein. 5.5 Time for payment shall always remain as the essence of the contract. In the event of any default on the part of the Buyer in making payment of any of the amounts agreed to be paid in terms of this Agreement the Seller shall be entitled to claim interest at the rate of 18% per annum on the amount remaining outstanding subject to what is hereinafter appearing. 5.6 In the event of any default on the part of the Buyer in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty days from the same becoming due the Seller shall be entitled to and are hereby authorized to determine and/or rescind this Agreement and forfeit a sum equivalent to ten percent of the consideration amount as and by way of predetermined liquidated damages and the Buyer hereby consents to the same and refund the balance upon the Seller entering into an agreement for sale with another person in respect of the said Flat. Upon such termination the Buyer shall cease to have any right or claim under this Agreement and/or in respect of the said Flat and the Seller shall be entitled to enter into agreements for sale and transfer with any other person or persons without any claim on the part of the Buyer and the Buyer hereby consents to the same. 5.7 The Buyer agrees and covenants not to claim any right or possession over and in respect of the said Flat till such time the Buyer has made and/or deposited all the amounts herein agreed to be paid or deposited by the Buyer. 5.8 It is hereby agreed and declared that the Buyer has agreed and committed himself/herself/itself to make payment of the amounts payable in terms of these presents and it shall not be obligatory or necessary on the part of the Seller to serve any notice or demand on the Buyer. 5.9 In the event of the Seller providing any additional materials facilities or gadgets over and above what has been agreed upon for the benefit of the residents of the said building and/or housing complex the Buyer shall be liable to make payment of the proportionate share in respect thereof and the same shall form part of the common portions. However, whether such additional facilities or amenities are to be provided for will be entirety at the sole discretion of the Seller and the Buyer hereby consents to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum from the date on which the amount falls dueAgreement, to the date extent that the actual amount paid by Sellers to wind down the bankruptcy estate of payment, both days inclusive. All payments received will be first applied towards applicable interest and other dues, if any, and thereafter towards Sellers for the installments.aggregate amount of any (i) claims asserted pursuant to Section 503(b)(9) of the Bankruptcy Code,

Appears in 1 contract

Sources: Asset Purchase Agreement

Consideration Payment. 5.1 In (a) The aggregate consideration of (collectively, the aforesaid the Buyer has agreed to make payment of an aggregate sum of Rs. /- (Rupees Only“Purchase Price”) (hereinafter called the CONSIDERATION AMOUNT) (which amount includes the cost of construction of the said Flat, common parts and facilities). 5.2 The said consideration amount to be paid by, or on behalf of, Purchaser for the purchase of the Acquired Assets shall be: (i) the assumption of Assumed Liabilities (including, for the avoidance of doubt, the Assumed Revolver Obligations), (ii) the Credit Bid in an amount equal to $53,800,000 of the Prepetition Revolving/Term Loan Debt (the “Credit Bid Amount”, and such portion of the Purchase Price, the “Credit Bid Portion”) to be paid to the Credit Sellers in consideration for the Credit Acquired Assets, and (iii) solely in respect of the said Flat shall be paid Cash Acquired Assets cash, in an amount equal to $15,500,000 plus the manner provided for in the FOURTH SCHEDULE hereunder written. 5.3 The entirety Bridge Payoff Amount minus Estimated Closing Cash (such portion of the consideration amount will Purchase Price, the “Cash Consideration”) to be paid to the Seller Cash Consideration Sellers in consideration for the acquisition of the Cash Acquired Assets; provided that the Bridge Payoff Amount shall be used to pay all outstanding obligations under the Bridge Loan Credit Agreement (the “Bridge Loan Secured Obligations”). (b) In accordance with Section 2.1(a)(ii), Purchaser shall satisfy the Purchase Price at the Closing as to the Credit Bid Portion by discharging Credit Sellers of the Credit Bid Amount, and, effective as of the Closing, Credit Sellers shall be deemed to be discharged, from the Credit Agreement in an aggregate amount equal to the Credit Bid Amount (for the avoidance of doubt, any Encumbrance and security interest of Purchaser on any Encumbered Asset that is not an asset being purchased by Purchaser pursuant to this Agreement shall not be released and will continue to secure the remaining outstanding amount of the Credit Agreement (such remaining outstanding amount, the “Remaining Prepetition Debt” )). (c) In accordance with Section 2.1(a)(iii), Purchaser shall first satisfy the Purchase Price at the Closing as to the Cash Consideration by paying all Bridge Loan Secured Obligations as of the Closing Date in an amount equal to the Bridge Payoff Amount in full and final satisfaction thereof. The remaining Cash Consideration after payment of the Bridge Loan Secured Obligations shall (i) fund the Carve-Out, (ii) pay $2,500,000 on behalf of Purchaser (which amount, for the avoidance of doubt, is part of the Cash Consideration and shall not be reimbursed by Purchaser) to the Pension Benefit Guaranty Corporation for full release of any and all amounts paid to claims that it has against the Seller shall be a complete discharge of the obligation of the Buyer to make payment under this agreement and/or Sellers, their Subsidiaries (including all Acquired Entities), Purchaser and Credit Agreement Lenders in respect of their pension Liabilities and (iii) to pay such amounts required by the said Flat. 5.4 In addition to Cash Consideration Sellers as consideration for the aforesaid consideration the Buyer has also agreed 71to pay to the Seller charges if any in respect of: i) Charges for providing any additional work in and/or relating to the said Flat at the request purchase of the Buyer and other Cash Consideration Assets as provided for providing any additional facilities herein on or utility for before the said Flat shall be paid borne and discharged by the Buyer. ii) All betterment fees taxes and other levies charges imposed by the Government or any other authority relating to the said Premises and/or the said Flat shall be paid and borne by the Buyer proportionate to his/ her/ its interest therein. 5.5 Time for payment shall always remain as the essence of the contractClosing. In the event of any default on the part of the Buyer in making payment of any of the amounts agreed to be paid in terms of this Agreement the Seller shall be entitled to claim interest at the rate of 18% per annum on the amount The remaining outstanding subject to what is hereinafter appearing. 5.6 In the event of any default on the part of the Buyer in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty days from the same becoming due the Seller shall be entitled to and are hereby authorized to determine and/or rescind this Agreement and forfeit a sum equivalent to ten percent of the consideration amount as and by way of predetermined liquidated damages and the Buyer hereby consents to the same and refund the balance upon the Seller entering into an agreement for sale with another person in respect of the said Flat. Upon such termination the Buyer shall cease to have any right or claim under this Agreement and/or in respect of the said Flat and the Seller shall be entitled to enter into agreements for sale and transfer with any other person or persons without any claim on the part of the Buyer and the Buyer hereby consents to the same. 5.7 The Buyer agrees and covenants not to claim any right or possession over and in respect of the said Flat till such time the Buyer has made and/or deposited all the amounts herein agreed to be paid or deposited by the Buyer. 5.8 It is hereby agreed and declared that the Buyer has agreed and committed himself/herself/itself to make Cash Consideration after payment of the amounts payable Bridge Loan Secured Obligations and the payments in terms the immediately preceding sentence shall remain to the Debtors’ bankruptcy estates to pay other administrative claims and to fund to the extent sufficient, the confirmation of these presents a plan of liquidation and it shall not be obligatory or necessary on the part orderly wind down of the Seller to serve any notice or demand on the BuyerDebtors assets and their retained Subsidiaries. 5.9 In (d) Any payment required to be made pursuant to any other provision hereof shall be made in cash by wire transfer of immediately available funds to such bank account as shall be designated in writing by the event of the Seller providing any additional materials facilities applicable Party to (or gadgets over and above what has been agreed upon for the benefit of the residents of the said building and/or housing complex the Buyer shall be liable to make of) whom such payment of the proportionate share in respect thereof and the same shall form part of the common portions. However, whether such additional facilities or amenities are is to be provided for will be entirety made at the sole discretion of the Seller and the Buyer hereby consents to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum from the date on which the amount falls due, least five (5) Business Days prior to the date of payment, both days inclusive. All payments received will such payment is to be first applied towards applicable interest and other dues, if any, and thereafter towards the installmentsmade.

Appears in 1 contract

Sources: Asset Purchase Agreement (Tupperware Brands Corp)

Consideration Payment. 5.1 (a) In consideration order to facilitate the consummation of the aforesaid OpCo Closing, at the Buyer has agreed OpCo Closing, the following steps shall be deemed to make payment of an aggregate sum of Rs. /- occur in the following order: (Rupees Onlyi) (hereinafter called to effect the CONSIDERATION AMOUNT) (which amount includes the cost of construction portion of the said FlatCredit Bid with respect to the OpCo Sale, common parts BidCo (or its Designee(s)) shall be deemed to assign to OpCo Purchaser a portion of the Credit Bid Amount (the “OpCo Credit Bid Amount”), which OpCo Credit Bid Amount shall be comprised of a portion of (A) the Term Loan Obligations and facilitiesFirst Lien Notes Obligations, and (B) the DIP Obligations, which portions shall be proportionate to the total amount of Term Loan Obligations and First Lien Notes Obligations and DIP Obligations as constitute the total Credit Bid Amount; (ii) as consideration for the deemed assignment of the OpCo Credit Bid Amount described in clause (i). 5.2 The said consideration amount , OpCo Purchaser (or its Designee(s)) shall (A) deliver, or cause to be paid in respect of the said Flat shall be paid in the manner provided for in the FOURTH SCHEDULE hereunder written. 5.3 The entirety of the consideration amount will be paid delivered, to the Seller and all amounts paid to the Seller shall be a complete discharge of the obligation of the Buyer to make payment under this agreement and/or in respect of the said Flat. 5.4 In addition to the aforesaid consideration the Buyer has also agreed 71to pay to the Seller charges if any in respect of: i) Charges for providing any additional work in and/or relating to the said Flat or at the request direction of PropCo Purchaser, a cash payment equal to one million dollars ($1,000,000) to an account designated by Earnout Co. and (B) take the Buyer and for providing any additional facilities actions contemplated by Section 2.5(b); (iii) OpCo Purchaser shall (or utility for shall cause its Designee to): (A) credit bid the said Flat shall be paid borne and discharged by the Buyer.OpCo Credit Bid Amount; ii(B) All betterment fees taxes and other levies charges imposed by the Government deliver, or any other authority relating to the said Premises and/or the said Flat shall be paid and borne by the Buyer proportionate to his/ her/ its interest therein. 5.5 Time for payment shall always remain as the essence of the contract. In the event of any default on the part of the Buyer in making payment of any of the amounts agreed cause to be paid in terms of this Agreement the Seller shall be entitled to claim interest at the rate of 18% per annum on the amount remaining outstanding subject to what is hereinafter appearing. 5.6 In the event of any default on the part of the Buyer in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty days from the same becoming due the Seller shall be entitled to and are hereby authorized to determine and/or rescind this Agreement and forfeit a sum equivalent to ten percent of the consideration amount as and by way of predetermined liquidated damages and the Buyer hereby consents to the same and refund the balance upon the Seller entering into an agreement for sale with another person in respect of the said Flat. Upon such termination the Buyer shall cease to have any right or claim under this Agreement and/or in respect of the said Flat and the Seller shall be entitled to enter into agreements for sale and transfer with any other person or persons without any claim on the part of the Buyer and the Buyer hereby consents to the same. 5.7 The Buyer agrees and covenants not to claim any right or possession over and in respect of the said Flat till such time the Buyer has made and/or deposited all the amounts herein agreed to be paid or deposited by the Buyer. 5.8 It is hereby agreed and declared that the Buyer has agreed and committed himself/herself/itself to make payment of the amounts payable in terms of these presents and it shall not be obligatory or necessary on the part of the Seller to serve any notice or demand on the Buyer. 5.9 In the event of the Seller providing any additional materials facilities or gadgets over and above what has been agreed upon for the benefit of the residents of the said building and/or housing complex the Buyer shall be liable to make payment of the proportionate share in respect thereof and the same shall form part of the common portions. However, whether such additional facilities or amenities are to be provided for will be entirety at the sole discretion of the Seller and the Buyer hereby consents to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum from the date on which the amount falls duedelivered, to the date Company, a cash payment (the “OpCo-Company Closing Date Payment”) equal to: (1) six hundred ninety-two million dollars ($692,000,000); plus (2) the Payoff Amount; plus (3) fifty percent (50%) of payment, both days inclusive. All payments received will be first applied towards applicable interest and other dues, the amount (if any, and thereafter towards ) by which Estimated October EBITDA exceeds the installments.Target October EBITDA; less (4) fifty percent (50%) of the amount (if any) by which Target October EBITDA exceeds Estimated October EBITDA; less (5) the Estimated Closing Cash; less

Appears in 1 contract

Sources: Asset Purchase Agreement (J C Penney Co Inc)

Consideration Payment. 5.1 In consideration of the aforesaid above the Buyer Purchaser has agreed to make payment of an aggregate pay to the Vendor a sum of Rs…………./- (Rupees ….. Crore ………. Lakh and ……… Thousand only) towards ALL THAT piece and parcel of flat No. …. , on the ….. floor of the said New Building, presently in course of construction at the said Premises containing by ad-measurement …… Sq. Ft. carpet area be the same a little more or less, along with ….. Servant Quarters/ store rooms admeasuring …. sq. ft. carpet area each on the Mezannine floor to the 1st Floor, TOGETHER WITH ….. covered Car Parking Space in the Basement/Ground Floor at the said Premises now in course of construction at the said Premises (hereinafter collectively referred to as the CONSIDERATION AMOUNT). Out of the said Consideration amount at or before execution of this Agreement the Purchaser has paid to the Vendor a sum of Rs….. /- (Rupees Only….. Lakh only) (hereinafter called towards the CONSIDERATION AMOUNT) (which amount includes ▇▇▇▇▇▇▇ money for the cost of construction allotment of the said FlatFlat alongwith Car parking space and servant quarters/store rooms, common parts which has been adjusted against the total consideration amount and facilities). 5.2 The the said balance of the consideration amount to be paid in respect of the said Flat alongwith Car parking space and servant quarters/store rooms shall be paid in the manner provided for in the FOURTH SCHEDULE hereunder written. 5.3 . The entirety of the consideration amount will be paid to the Seller Vendor and all amounts paid to the Seller him shall be a complete discharge of the obligation of the Buyer Purchaser to make payment under this agreement and/or in respect of the said Flat. 5.4 Flat alongwith Car parking space. In addition to the aforesaid consideration the Buyer Purchaser has also agreed 71to to pay to the Seller Vendor various amounts as and by way of Adjustable Deposit (more fully and particularly mentioned and described in PART II of the FIFTH SCHEDULE hereunder written) and Transferable Deposits (more fully and particularly mentioned and described in PART I of the FIFTH SCHEDULE) and payment of such amounts shall be made at or before taking over possession of the said Flat alongwith Car parking space and in addition the Purchaser agrees to make payment of the charges if any in respect of: i) : Charges for providing any additional work in and/or relating to the said Flat alongwith Car parking space at the request of the Buyer Purchaser and for providing any additional facilities or utility for the said Flat alongwith Car parking space shall be paid borne and discharged by the Buyer. ii) Purchaser. All betterment fees fees, taxes and other levies charges imposed by the Government or any other authority relating to the said Premises and/or the said Flat alongwith Car parking space shall be paid and borne by the Buyer Purchaser proportionate to his/ her/ his/her/its interest therein. 5.5 . The purchaser shall bear the proportionate cost of DG Sets of Rs.96,787/- per flat and CESC Security Deposit of Rs.73,100/- plus misc expenses of Rs.10,000/-. Time for payment shall always remain as the essence of the contract. In the event of any default on the part of the Buyer Purchaser in making payment of any of the amounts agreed to be paid in terms of this Agreement the Seller Vendor shall be entitled to claim interest at the rate of 1812% per annum on the amount remaining outstanding subject to what is hereinafter appearing. 5.6 . In the event of any default on the part of the Buyer Purchaser in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty thirty days from the same date becoming due the Seller Vendor shall be entitled to and are hereby authorized to determine and/or rescind this Agreement and forfeit a sum equivalent to ten percent of the consideration amount as and by way of predetermined liquidated damages and the Buyer Purchaser hereby consents to the same and refund the balance upon the Seller Vendor entering into an agreement for sale with another person in respect of the said FlatFlat alongwith Car parking space. Upon such termination the Buyer Purchaser shall cease to have any right or claim under this Agreement and/or in respect of the said Flat alongwith Car parking space and the Seller Vendor shall be entitled to enter into agreements for sale and transfer with any other person or persons without any claim on the part of the Buyer Purchaser and the Buyer Purchaser hereby consents to the same but subject to after giving Legal notice for a period of 30 days for redressal of the same. 5.7 . The Buyer Purchaser agrees and covenants not to claim any right or possession over and in respect of the said Flat alongwith Car parking space till such time the Buyer Purchaser has made and/or deposited all the amounts herein agreed to be paid or deposited by the Buyer. 5.8 Purchaser. It is hereby agreed and declared that the Buyer Purchaser has agreed and committed himself/herself/itself himself to make payment of the amounts payable in terms of or these presents and it shall not be obligatory or necessary on the part of the Seller Vendor to serve any notice or demand on the Buyer. 5.9 Purchaser. In the event of the Seller Vendor providing any additional materials facilities or gadgets over and above what has been agreed upon for the benefit of the residents occupants of the said building and/or housing complex the Buyer Purchaser shall be liable to make payment of the proportionate share in respect thereof and the same shall form part of the common portions. However, whether such additional facilities or amenities are to be provided for will be entirety at the sole discretion of the Seller Vendor and the Buyer Purchaser hereby consents to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum from the date on which the amount falls due, to the date of payment, both days inclusive. All payments received will be first applied towards applicable interest and other dues, if any, and thereafter towards the installments.

Appears in 1 contract

Sources: Sale Agreement

Consideration Payment. 5.1 In (a) The aggregate consideration (collectively, the “Purchase Price”) to be paid by Purchaser for the purchase of the aforesaid Acquired Assets shall be: (i) the Buyer has agreed assumption of Assumed Liabilities, (ii) the credit bid of 100% of the Loan Agreement Indebtedness (the “Credit Bid Amount”) (such portion of the Purchase Price, the “Credit Bid Portion”) which amount shall be satisfied by discharging all Loan Agreement Indebtedness pursuant to make payment section 363(k) of the Bankruptcy Code and (iii) an amount in cash equal to the amount set forth opposite “Total Wind-Down Budget Amount” in the Wind-Down Budget (the “Wind-Down Amount”). At the Closing, in lieu of paying all or any portion of the Wind-Down Amount, Purchaser may, by delivery of a written notice to Sellers at least two (2) Business Days prior to the Closing Date, instruct Sellers to retain a portion of, and not to exceed, the cash expected to be actually held at Closing by Sellers (net of written but uncashed checks) in an amount set forth in such notice and such cash shall constitute “Excluded Cash” hereunder and reduce, on a dollar for dollar basis, the Wind-Down Amount to be paid by Purchaser at the Closing. (b) In accordance with Section 2.1(a), Purchaser shall satisfy the Purchase Price at the Closing as to the Credit Bid Portion by discharging Sellers, and Sellers shall be deemed to be discharged, from the Loan Agreement Indebtedness in an aggregate sum amount equal to the Credit Bid Amount (for the avoidance of Rs. /- (Rupees Only) (hereinafter called doubt, any Encumbrance and security interest of Purchaser on any asset of Sellers that is not an asset being purchased by Purchaser pursuant to this Agreement shall not be released and will continue to secure the CONSIDERATION AMOUNT) (which remaining outstanding amount includes the cost of construction of the said Flat, common parts and facilitiesLoan Agreement Indebtedness). 5.2 The said consideration (c) Notwithstanding anything to the contrary in this Agreement, to the extent that the actual amount paid by Sellers to be paid in respect wind down the bankruptcy estate of Sellers for the aggregate amount of any (i) claims asserted pursuant to Section 503(b)(9) of the said Flat shall be paid Bankruptcy Code, (ii) Taxes, (iii) fees and expenses of professionals engaged by Sellers, or (iv) other amounts contemplated by the Wind-Down Budget (including administrative and priority claims not assumed by Purchaser), in the manner provided for in the FOURTH SCHEDULE hereunder written. 5.3 The entirety of the consideration amount will be paid each case, to the Seller and all amounts paid extent set forth therein and, in each case, whether due to settlement or otherwise is less than the Seller shall be a complete discharge Wind-Down Amount (the amount of such difference, the obligation of “Wind-Down Adjustment Amount”), the Buyer to make payment under this agreement and/or in respect of the said Flat. 5.4 In addition to the aforesaid consideration the Buyer has also agreed 71to pay to the Seller charges if any in respect of: i) Charges for providing any additional work in and/or relating to the said Flat at the request of the Buyer and for providing any additional facilities or utility for the said Flat shall be paid borne and discharged by the Buyer. ii) All betterment fees taxes and other levies charges imposed by the Government or any other authority relating to the said Premises and/or the said Flat shall be paid and borne by the Buyer proportionate to his/ her/ its interest therein. 5.5 Time for payment shall always remain as the essence of the contract. In the event of any default on the part of the Buyer in making payment of any of the amounts agreed to be paid in terms of this Agreement the Seller Purchaser shall be entitled to claim interest at receive the rate Wind-Down Adjustment Amount, and, promptly following the determination of 18% per annum on such amount (and in no event later than two (2) Business Days following such determination), Sellers shall deliver, or cause to be delivered, to Purchaser an aggregate amount equal to the amount remaining outstanding subject Wind-Down Adjustment Amount in cash by wire transfer of immediately available funds to what is hereinafter appearing. 5.6 In the event of any default on the part of the Buyer in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty days from the same becoming due the Seller bank account as shall be entitled to and are hereby authorized to determine and/or rescind this Agreement and forfeit a sum equivalent to ten percent of the consideration amount as and designated in writing by way of predetermined liquidated damages and the Buyer hereby consents to the same and refund the balance upon the Seller entering into an agreement for sale with another person in respect of the said Flat. Upon such termination the Buyer shall cease to have any right or claim under this Agreement and/or in respect of the said Flat and the Seller shall be entitled to enter into agreements for sale and transfer with any other person or persons without any claim on the part of the Buyer and the Buyer hereby consents to the samePurchaser. 5.7 The Buyer agrees and covenants not to claim any right or possession over and in respect of the said Flat till such time the Buyer has made and/or deposited all the amounts herein agreed to be paid or deposited by the Buyer. 5.8 It is hereby agreed and declared that the Buyer has agreed and committed himself/herself/itself to make payment of the amounts payable in terms of these presents and it shall not be obligatory or necessary on the part of the Seller to serve any notice or demand on the Buyer. 5.9 In the event of the Seller providing any additional materials facilities or gadgets over and above what has been agreed upon for the benefit of the residents of the said building and/or housing complex the Buyer shall be liable to make payment of the proportionate share in respect thereof and the same shall form part of the common portions. However, whether such additional facilities or amenities are to be provided for will be entirety at the sole discretion of the Seller and the Buyer hereby consents to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum from the date on which the amount falls due, to the date of payment, both days inclusive. All payments received will be first applied towards applicable interest and other dues, if any, and thereafter towards the installments.

Appears in 1 contract

Sources: Asset Purchase Agreement (Akorn Inc)

Consideration Payment. 5.1 In consideration of the aforesaid the Buyer has agreed to make payment of an aggregate sum of Rs. …………../- (Rupees Only………………………..) (hereinafter called the CONSIDERATION AMOUNT) (AMOUNT which amount includes the cost of construction of the said Flat, common parts and facilitiesfacilities and also includes 12% GST). 5.2 The said consideration amount to be paid in respect of the said Flat shall be paid in the manner provided for in the FOURTH SCHEDULE hereunder written. 5.3 The entirety of the consideration amount will be paid to the Seller and all amounts paid to the Seller shall be a complete discharge of the obligation of the Buyer to make payment under this agreement and/or in respect of the said Flat. 5.4 In addition to the aforesaid consideration the Buyer has also agreed 71to to pay to the Seller charges if any in respect of: i) Charges for providing any additional work in and/or relating to the said Flat at the request of the Buyer and for providing any additional facilities or utility for the said Flat shall be paid borne and discharged by the Buyer. ii) All betterment fees taxes and other levies charges imposed by the Government or any other authority relating to the said Premises and/or the said Flat shall be paid and borne by the Buyer proportionate to his/ her/ its interest therein. 5.5 Time for payment shall always remain as the essence of the contract. In the event of any default on the part of the Buyer in making payment of any of the amounts agreed to be paid in terms of this Agreement the Seller shall be entitled to claim interest at the rate of 18% per annum on the amount remaining outstanding subject to what is hereinafter appearing. 5.6 In the event of any default on the part of the Buyer in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty days from the same becoming due the Seller shall be entitled to and are hereby authorized to determine and/or rescind this Agreement and forfeit a sum equivalent to ten percent of the consideration amount as and by way of predetermined liquidated damages and the Buyer hereby consents to the same and refund the balance upon the Seller entering into an agreement for sale with another person in respect of the said Flat. Upon such termination the Buyer shall cease to have any right or claim under this Agreement and/or in respect of the said Flat and the Seller shall be entitled to enter into agreements for sale and transfer with any other person or persons without any claim on the part of the Buyer and the Buyer hereby consents to the same. Any amount, which is refundable to the Buyer, by the Seller, on account of cancellation of the Agreement, shall be refundable after the unit/flat is allotted to some other intending Buyer, on completion of necessary formalities and on receipt of respective payments from intending Buyer. 5.7 The Buyer agrees and covenants not to claim any right or possession over and in respect of the said Flat till such time the Buyer has made and/or deposited all the amounts herein agreed to be paid or deposited by the Buyer. 5.8 It is hereby agreed and declared that the Buyer has agreed and committed himself/herself/itself to make payment of the amounts payable in terms of or these presents and it shall not be obligatory or necessary on the part of the Seller to serve any notice or demand on the Buyer. 5.9 In the event of the Seller providing any additional materials facilities or gadgets over and above what has been agreed upon for the benefit of the residents of the said building and/or housing complex Housing Complex the Buyer shall be liable to make payment of the proportionate share in respect thereof and the same shall form part of the common portions. However, whether such additional facilities or amenities are to be provided for will be entirety at the sole discretion of the Seller and the Buyer hereby consents to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum from the date on which the amount falls due, to the date of payment, both days inclusive. All payments received will be first applied towards applicable interest and other dues, if any, and thereafter towards the installments.

Appears in 1 contract

Sources: Sales Contract

Consideration Payment. 5.1 In consideration of the aforesaid the Buyer has agreed to make payment of (a) The Purchase Price shall be an aggregate sum of Rs. /- (Rupees Only) (hereinafter called the CONSIDERATION AMOUNT) (which amount includes the cost of construction of the said Flat, common parts and facilities). 5.2 The said consideration amount to be paid in respect at the Closing (the “Closing Cash Purchase Price”) equal to: (A) $247,500,000 (the “Base Cash Purchase Price”), minus (B) the aggregate amount of the said Flat Estimated Outstanding Indebtedness, plus (C) the Estimated Working Capital Adjustment Amount (it being understood that if the Estimated Working Capital Adjustment Amount is a negative number, its net effect shall be paid for it to be subtracted from the Base Cash Purchase Price in the manner provided calculation of the Closing Cash Purchase Price), plus (D) the amount of the Estimated Cash in excess of $0.00, minus (E) the amount of Estimated Cash less than $0.00, minus (F) the Transaction Payments. The Closing Cash Purchase Price shall be subject to increase or decrease after the Closing in accordance with Section 2.05. (b) The Closing Cash Purchase Price shall be estimated in good faith by the Company, and each component incorporated into the estimated Closing Cash Purchase Price shall be estimated as of the Closing. At least five days before the Closing Date, the Company shall deliver to Buyer a certificate executed on behalf of the Company by the Chief Financial Officer of the Company (the “Closing Statement”) setting forth such estimate and indicating in detail the basis for the estimate, including an estimate as of the Closing of: (i) the Closing Date Balance Sheet (the “Estimated Closing Date Balance Sheet”), (ii) the Cash (the “Estimated Cash”) (after accounting for any deductions for the payment by the Company of any Transaction Payments being paid by the Company at or immediately before the Closing that are not reflected on the Transaction Payment Schedule), (iii) the Outstanding Indebtedness (the “Estimated Outstanding Indebtedness”), (iv) the Transaction Payments (the “Estimated Transaction Payments”), and (v) the Working Capital and the Working Capital Adjustment Amount (the “Estimated Working Capital Adjustment Amount”). Such certificate shall be accompanied by (A) a schedule showing the portion of the Closing Cash Purchase Price to which Seller is entitled, and (B) appropriate documentation supporting the estimates contained in the FOURTH SCHEDULE hereunder written. 5.3 Closing Statement. The entirety estimates, calculations and supporting documentation contained in and included with the Closing Statement shall be reasonably satisfactory to Buyer. Subject to the foregoing, the good faith estimate of the consideration amount will be paid to Closing Cash Purchase Price in the Seller and all amounts paid to the Seller Closing Statement shall be a complete discharge conclusive for the purposes of the obligation of the Buyer payment to make payment under this agreement and/or in respect of the said Flat. 5.4 In addition to the aforesaid consideration the Buyer has also agreed 71to pay to the be made by Seller charges if any in respect of: i) Charges for providing any additional work in and/or relating to the said Flat at the request of the Buyer and for providing any additional facilities or utility for the said Flat Closing, but shall be paid borne and discharged by the Buyer. ii) All betterment fees taxes and other levies charges imposed by the Government or any other authority relating to the said Premises and/or the said Flat shall be paid and borne by the Buyer proportionate to his/ her/ its interest therein. 5.5 Time for payment shall always remain as the essence of the contract. In the event of any default on the part of the Buyer in making payment of any of the amounts agreed to be paid in terms of this Agreement the Seller shall be entitled to claim interest at the rate of 18% per annum on the amount remaining outstanding subject to what is hereinafter appearingadjustment after the Closing in accordance with the provisions of Section 2.05. 5.6 In the event of any default on the part of the Buyer in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty days from the same becoming due the Seller shall be entitled to and are hereby authorized to determine and/or rescind this Agreement and forfeit a sum equivalent to ten percent of the consideration amount as and by way of predetermined liquidated damages and the Buyer hereby consents to the same and refund the balance upon the Seller entering into an agreement for sale with another person in respect of the said Flat. Upon such termination the Buyer shall cease to have any right or claim under this Agreement and/or in respect of the said Flat and the Seller shall be entitled to enter into agreements for sale and transfer with any other person or persons without any claim on the part of the Buyer and the Buyer hereby consents to the same. 5.7 The Buyer agrees and covenants not to claim any right or possession over and in respect of the said Flat till such time the Buyer has made and/or deposited all the amounts herein agreed to be paid or deposited by the Buyer. 5.8 It is hereby agreed and declared that the Buyer has agreed and committed himself/herself/itself to make payment of the amounts payable in terms of these presents and it shall not be obligatory or necessary on the part of the Seller to serve any notice or demand on the Buyer. 5.9 In the event of the Seller providing any additional materials facilities or gadgets over and above what has been agreed upon for the benefit of the residents of the said building and/or housing complex the Buyer shall be liable to make payment of the proportionate share in respect thereof and the same shall form part of the common portions. However, whether such additional facilities or amenities are to be provided for will be entirety at the sole discretion of the Seller and the Buyer hereby consents to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum from the date on which the amount falls due, to the date of payment, both days inclusive. All payments received will be first applied towards applicable interest and other dues, if any, and thereafter towards the installments.

Appears in 1 contract

Sources: Stock Purchase Agreement (Compass Group Diversified Holdings LLC)

Consideration Payment. 5.1 6.1 In consideration of the aforesaid and subject to due performance by the Buyer Seller of each of its covenants, undertakings and obligations, the Purchaser has agreed to make payment of an aggregate pay to the Vendor a sum of Rs. /- 12,53,15,000/- (Rupees OnlyTwelve Crores Fifty Three Lakhs and Fifteen Thousand only) (hereinafter called the TOTAL CONSIDERATION AMOUNT) (which amount includes the cost of construction of the said FlatUnit, the open terrace, common parts and facilities). 5.2 The said facilities and also the consideration amount for the abovementioned 5 (five) numbers of covered Parking Spaces. At or before the execution of this Agreement the Purchaser has paid to be paid in respect the Seller a sum of Rs.75276768/- (Rupees Seven Crores Fifty Two Lac Seventy Six Thousand Seven Hundred Sixty Eight only) inclusive of Service Tax/GST towards part payment of the said Flat shall Total Consideration Amount (the receipt whereof the Seller doth hereby as also by the Memo hereunder written admits and acknowledges), with the balance of the Total Consideration Amount to be paid in the manner provided for in the FOURTH SCHEDULE hereunder written. 5.3 The entirety 6.3 Time for payment of the consideration amount will said Total Consideration Amount is and shall always remain as the essence of the contract. 6.4 The Purchaser shall regularly and punctually make payment of the various amounts agreed to be paid by the Purchaser to the Seller in terms of this Agreement within the time as agreed and all amounts paid to stipulated herein and it will not be necessary on the part of the Seller shall be a complete discharge of to give any notice and in any event the obligation of Purchaser waives the Buyer right to make payment under this agreement and/or in respect of the said Flatreceive such notice. 5.4 6.5 In addition to the aforesaid consideration Total Consideration Amount agreed to be paid by the Buyer has also agreed 71to pay Purchaser to the Seller charges if any in respect of:terms of this Agreement, the Purchaser has agreed and obligated himself/herself/itself to make payment of the Additional Amounts (as detailed in PART - I and PART - II of the FIFTH SCHEDULE hereunder written), and all such additional payments must be paid on or before the Possession Date. i) 6.6 Charges for providing any additional work in and/or relating to the said Flat Unit at the request of the Buyer Purchaser and for providing any additional facilities or utility for the said Flat Unit shall be paid borne and discharged by the BuyerPurchaser. ii) 6.7 All betterment fees taxes and other levies charges imposed by the Government or any other authority relating to the said Premises ▇▇▇▇▇▇▇▇ and/or the said Flat Unit shall be paid and borne by the Buyer Purchaser proportionate to his/ his/her/ its interest thereintherein save and except those arising from and/or pertaining to and/or connected with any development and/or improvement carried out by the Seller in pursuance of any modification, alteration etc. of the Plan as sanctioned by all the concerned authorities. 5.5 6.8 Time for payment shall always remain as the essence of the contract. In the event of any default on the part of the Buyer Purchaser in making payment of any of the amounts agreed to be paid in terms of this Agreement Agreement, the Seller shall be entitled to claim interest at the rate of 1815% (fifteen percent) per annum on the amount remaining outstanding subject to what is hereinafter appearing. 5.6 6.9 In the event of any default on the part of the Buyer Purchaser in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty 90 (ninety) days from the same becoming due due, the Seller shall be entitled entitled, upon prior 15 (fifteen) days’ written notice to the Purchaser, to and are is hereby authorized authorised to determine and/or rescind this Agreement and forfeit a sum equivalent to 10% (ten percent percent) of the consideration amount Total Consideration Amount as and by way of predetermined liquidated damages damages, and the Buyer Purchaser hereby consents to the same same, and the Seller shall and undertakes to refund the balance upon of the Total Consideration Amount and all other amounts paid/deposited by the Purchaser to/with the Seller entering and/or at the instructions of the Seller including but not limited to the Additional Payments, within a maximum period of 45 ( Forty Five) days from the date of termination of this Agreement, or earlier if the Seller enters into an agreement for sale with another person in respect of the said FlatUnit, whereupon the Seller undertakes to refund the aforesaid sums within 30 (Thirty) days from the date on which such fresh agreement is entered into. Upon such termination the Buyer Purchaser shall cease to have any right or claim under this Agreement and/or in respect of the said Flat Unit save and except the right to receive and claim refund of the aforesaid amounts, and the Seller shall be entitled to enter into agreements an agreement for sale and transfer in respect of the Said Unit with any other person or persons without any claim on the part of the Buyer and the Buyer Purchaser and the Seller hereby consents consent to the same. 5.7 6.10 The Buyer Purchaser agrees and covenants not to claim any right or possession over and in respect of the said Flat Unit till such time the Buyer Purchaser has made and/or deposited all the amounts herein agreed to be paid or deposited by the BuyerPurchaser. 5.8 It is hereby agreed and declared that the Buyer has agreed and committed himself/herself/itself to make payment of the amounts payable in terms of these presents and it shall not be obligatory or necessary on the part of the Seller to serve any notice or demand on the Buyer. 5.9 6.11 In the event of the Seller being desirous of providing any additional materials materials, facilities or gadgets over and above what has been agreed upon for the benefit of the residents of the said building and/or housing complex Building, then subject to the Buyer Purchaser consenting to the same, the Purchaser shall be liable to make payment of the proportionate Proportionate share in respect thereof thereof, and the same such additional materials, facilities and gadgets shall form a part of the common portionsCommon Portions. However, whether such additional facilities or amenities are to be provided for for, will be entirety entirely at the sole discretion of the Seller Seller, and the Buyer Purchaser hereby consents to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum from the date on which the amount falls due, to the date of payment, both days inclusive. All payments received will be first applied towards applicable interest and other dues, if any, and thereafter towards the installments.

Appears in 1 contract

Sources: Sale Agreement

Consideration Payment. 5.1 4.1 In consideration lieu of the aforesaid consideration mentioned in the Buyer has agreed to make payment of an aggregate sum of Rs. /- (Rupees Only) THIRD SCHEDULE hereto (hereinafter called referred to as the CONSIDERATION AMOUNT“Consideration Amount”) (which amount includes the cost of construction of the said Flat, common parts and facilities). 5.2 The said consideration amount to be paid by the Purchasers to the Developer in respect of the manner also set out in the Third Schedule, the Developer agrees to sell to the Purchasers the said Flat shall be paid described in the manner provided for in SECOND SCHEDULE, it being recorded that the FOURTH SCHEDULE hereunder writtenPurchaser/s has/have informed the Developer that such payment schedule is more convenient to the Purchaser. 5.3 4.2 The entirety of Purchaser/s has/have also agreed to pay to the Developer in addition to the consideration amount will be paid to hereinabove mentioned, proportionately all applicable statutory outgoing and expenses including the Seller and all amounts paid to the Seller shall be a complete discharge of the obligation of the Buyer to make payment under this agreement and/or Service Tax or GST in respect of the said Flatfull. 5.4 4.3 In addition to the aforesaid consideration amount, the Buyer has Purchasers shall also agreed 71to pay to the Seller Developer extra amounts and deposits as described under the SIXTH SCHEDULE hereto and also the costs of obtaining and providing the electric meter and electricity connection at the said Flat. 4.4 The Purchasers may at his own risk, cost and consequences may obtain a home loan from any recognized Bank or Financial Institution for which the Developer may issue a consent letter, but without any liability attaching to or upon the Developer and in case of cancellation of this Agreement the Developer in such case would refund the part consideration received without any interest or other liability. 4.5 In case of such a cancellation of this Agreement the Developer would refund only the amount lying with it after deducting the cancellation charges more fully mentioned in 7.1 herein below mentioned, to the concerned Bank or Financial Institution and only the balance remaining if any in respect of:to the Purchasers. Under no circumstance any govt. dues, levy or service tax collected and deposited would be treated as refundable. 4.6 In case the purchaser(s) desire to nominate any other person or party to acquire the said flat, the purchaser may so but after adhering to the following terms and conditions:- i) Charges for providing any additional work in and/or relating to That the said Flat at the request of the Buyer and for providing any additional facilities or utility for the said Flat shall be paid borne and discharged by the Buyeragreement has not been cancelled. ii) All betterment fees taxes That the purchaser/s is/are not defaulter and other levies charges imposed incase being a defaulter, such default has been condoned by the Government or any other authority relating developer and the purchaser has cleared the interest and penalty thereon. iii) That the purchaser/s is/are ready and willing to pay to the said Premises and/or developer a transfer fee for accepting the said Flat nomination @ 1% of the total consideration mentioned herein provided that in case any further nomination by the nominee to a third party, apart from the other compliance herein contained such transfer fee shall be paid and borne by the Buyer proportionate to his/ her/ its interest therein. 5.5 Time for payment shall always remain as the essence of the contract. In the event of any default on the part of the Buyer in making payment of any of the amounts agreed to be paid in terms of this Agreement the Seller shall be entitled to claim interest at the rate of 18a further 2% per annum on the amount remaining outstanding subject to what is hereinafter appearing. 5.6 In the event of any default on the part of the Buyer in making payment of any of the amounts in terms of this Agreement and if such default shall continue for a period of Sixty days from the same becoming due the Seller shall be entitled to and are hereby authorized to determine and/or rescind this Agreement and forfeit a sum equivalent to ten percent of the consideration amount as and by way of predetermined liquidated damages and the Buyer hereby consents to the same and refund the balance upon the Seller entering into an agreement for sale with another person in respect of the said Flatmentioned herein. iv) Provided that no such nomination etc. Upon such termination the Buyer shall cease to have any right or claim under this Agreement and/or in respect of the said Flat and the Seller shall be entitled to enter into agreements for sale and transfer with any other person or persons without any claim on permitted until after the part expiry of the Buyer and the Buyer hereby consents to the same. 5.7 The Buyer agrees and covenants not to claim any right or possession over and a lock-in respect period of the said Flat till such time the Buyer has made and/or deposited all the amounts herein agreed to be paid or deposited by the Buyer. 5.8 It is hereby agreed and declared that the Buyer has agreed and committed himself/herself/itself to make payment of the amounts payable in terms of these presents and it shall not be obligatory or necessary on the part of the Seller to serve any notice or demand on the Buyer. 5.9 In the event of the Seller providing any additional materials facilities or gadgets over and above what has been agreed upon for the benefit of the residents of the said building and/or housing complex the Buyer shall be liable to make payment of the proportionate share in respect thereof and the same shall form part of the common portions. However, whether such additional facilities or amenities are to be provided for will be entirety at the sole discretion of the Seller and the Buyer hereby consents to the same. 5.10 The Buyer shall be liable to pay interest on the amount due @ 18% per annum 12 months from the date on which of the amount falls due, to the date of payment, both days inclusive. All payments received will be first applied towards applicable interest and other dues, if any, and thereafter towards the installmentspresent agreement.

Appears in 1 contract

Sources: Sale Agreement