Consideration Payments Sample Clauses

Consideration Payments. (a) The aggregate cash consideration to be delivered to the Sellers at the Closing for the Purchased Units shall be an amount equal to the sum of the following (the “Closing Payment”): (i) eighty million dollars ($80,000,000) (the “Initial Cash Consideration”); plus or minus (ii) the Closing Working Capital Payment; minus (iii) six million, five hundred thousand dollars ($6,500,000) (the “General Escrow Amount”) to be deposited in the General Escrow Account; minus (iv) the Working Capital Escrow Amount to be deposited in the Working Capital Escrow Account; minus (v) the aggregate amount of any Indebtedness as of the Closing Date; minus (vi) the aggregate amount of any Transaction Expenses.
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Consideration Payments. 9.1. In consideration for the transfer of the Qualified Data to the Company’s Server as provided herein and the Access Rights, the Company shall pay Hadasit the fixed sum and royalties, as provided in this Section 9, and as provided in Section 2.9 above.
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Consideration Payments. In consideration for the Acquired Assets, BUYER will pay to SELLER a total purchase price in the aggregate amount of One Million Five Hundred Twenty Thousand Dollars ($1,520,000) (the “Purchase Price”), payable as follows: (i) Seven Hundred Twenty Thousand ($720,000) will be payable in installments directly to the Landlord for arrearages of Seller under the Lease in the manner set forth in the Assignment of and Second Amendment; (ii) One Hundred Thousand Dollars ($100,000) will be paid in cash at the Effective Time by wire transfer to an account designated by SELLER, and (iii) the balance shall be payable in seven (7) consecutive installments of One Hundred Thousand Dollars ($100,000) each in accordance with the following payment schedule, time being of the essence (the “Payment Obligation”): Date of Payment Amount of Payment Effective Time $ 100,000 January 1, 2012 $ 100,000 April 1, 2012 $ 100,000 October 1, 2012 $ 100,000 January 1, 2013 $ 100,000 April 1, 2013 $ 100,000 July 1, 2013 $ 100,000 October 1, 2013 $ 100,000
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Consideration Payments. (a). In consideration of Xxxxxxxx’x execution and delivery of the Guaranty Agreement and upon the payment schedule set forth in Section 2(b) hereof, LNS will pay Xxxxxxxx:
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Consideration Payments. Purchaser shall pay to Sellers the Initial Consideration and Contingent Consideration in the following manner:
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Consideration Payments. 5.1 In consideration of the rights and licenses granted to Immunicon by Kreatech hereunder, Immunicon shall pay to Kreatech a non-refundable, lump-sum payment of five hundred thousand US dollars (US$500,000), due and payable within sixty (60) days following the receipt by Immunicon of a Regulatory Approval from the US Food and Drug Administration to market the first Immunicon Product under this Agreement. Such lump-sum payment shall not be creditable to other payments due Kreatech hereunder.
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Consideration Payments. The Base Consideration, Operating and Maintenance Fee, Management Fee, payments to the Funded Maintenance Account and revised Schedule of Base Consideration shall be as follows: [INSERT AGREED-UPON AMOUNTS]
Sample 1
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Consideration Payments. Subject to any adjustment required by Section 1.13, the aggregate “Purchase Price” payable by Purchasers in consideration for the Purchased Products and Related Assets and the assumption of the Assumed Liabilities shall consist of: (a) a cash payment made at Closing equal to the sum of (i) $270,000,000 (the “Cash Amount”); plus (ii) the amount, if any, by which the Positive Estimated Aggregate Amount, if any, exceeds $3,000,000 (the “Positive Estimated Surplus”; for the avoidance of doubt, if the Positive Estimated Aggregate Amount is $3,500,000, the Positive Estimated Surplus is $500,000); minus (iii) the amount, if any, by which the Negative Estimated Aggregate Amount, if any, exceeds $3,000,000 (the “Negative Estimated Shortfall”; for the avoidance of doubt, if the Negative Estimated Aggregate Amount is $3,500,000, the Negative Estimated Shortfall is $500,000); minus (iv) the amount of any Existing Indebtedness as of the close of business on the Closing Date, as set forth in the Payout Spreadsheet; minus (v) any Transaction Expenses payable at or after the Closing Date as set forth in the Payout Spreadsheet (such sum of (i) through and including (v), the “Aggregate Closing Date Cash Payment”, which shall be payable in accordance with Section 1.7 and Section 1.13); plus (b) the Equity Consideration, which shall be payable in accordance with Section 1.8, plus (c) the Earn-Out Amount, if any, which shall be payable in accordance with Section 1.14, plus (d) the Deferred Payment Amount, which shall be payable in accordance with Section 1.15.
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Consideration Payments 
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Related to Consideration Payments

  • Consideration Payment 5.1 In consideration of the Company’s Services, the Client shall pay to the Company the Consideration to be stipulated in the Termsheet and all reasonable out of pocket expenses (if any) in accordance with the commercial terms and payment terms as detailed in the Separate Agreement.

  • Separation Payments Following Executive’s separation from service with Company on or after his Vesting Date (as defined in Section 7), Company shall pay to Executive the sum of THIRTY-SEVEN THOUSAND THREE HUNDRED SIXTEEN and 74/100 Dollars ($37,316.74) per month, beginning six months and one week after Executive’s date of separation for a period of ten (10) years, or until Executive’s death, whichever first occurs (the “Separation Payments”). Such payments shall be subject to any and all applicable withholding, Social Security, employment, income and other taxes or assessments, if any, under the applicable tax law. If Executive should die during the ten-year period during which payments are being made under this Paragraph 3, then those payments shall terminate and future payments, if any, shall be made to Executive’s designated beneficiary(ies) or Executive’s estate in accordance with the provisions of Paragraph 4 of this Agreement.

  • Separation Payment An ASF Member shall be compensated at the final rate of pay for all unused, accumulated vacation, leave time upon separation from state service, or movement to a vacation ineligible position. An employee on an unpaid leave of absence of more than one (1) year for a purpose other than accepting an unclassified position in state civil service, or an employee on layoff that results in separation from service, may elect to be compensated at the final rate of pay for unused accumulated vacation leave. This accumulated vacation payout shall not exceed two hundred and seventy-five (275) hours, except in the case of the ASF Member's death. Calculation of an ASF Member's hourly rate for purposes of computing vacation separation payment shall be based upon a base of two thousand eighty-eight (2,088) working hours per year. Appointment periods of less than one

  • Contribution Payment To the extent the indemnification provided for under any provision of this Agreement is determined (in the manner hereinabove provided) not to be permitted under applicable law, the Company, in lieu of indemnifying Indemnitee, shall, to the extent permitted by law, contribute to the amount of any and all Indemnifiable Liabilities incurred or paid by Indemnitee for which such indemnification is not permitted. The amount the Company contributes shall be in such proportion as is appropriate to reflect the relative fault of Indemnitee, on the one hand, and of the Company and any and all other parties (including officers and directors of the Company other than Indemnitee) who may be at fault (collectively, including the Company, the "Third Parties"), on the other hand.

  • Retention Payment 6.4.1 There are two situations in which an employee may be eligible to receive a retention payment. These are total facility closures and relocation of work units.

  • Termination Payments In the event of termination of the Executive’s employment during the Employment Period, all compensation and benefits set forth in this Agreement shall terminate except as specifically provided in this Section 8.

  • Compensation & Payment 8.4.1. Should the claim be found proven; settlement is executed only in the form of compensation payment added to the Client trade account.

  • Settlement Consideration 2. In consideration of the full settlement, satisfaction, compromise and release of the Released Plaintiffs’ Claims, an aggregate $115 million in cash (the “Escrow Amount”) shall be paid on behalf of the Settling Defendants to Freeport by the D&O Carriers. The Settling Defendants shall cause the Escrow Amount to be deposited by the D&O Carriers into an interest-bearing escrow account controlled by an agreed upon representative of Plaintiffs and of the Settling Defendants (the “Escrow Account”) within fifteen (15) business days after the Stipulation is submitted to the Court. Upon the Effective Date, the Escrow Amount, together with any and all interest thereon, shall be paid to Freeport from the Escrow Account. For the avoidance of doubt, the Settling Defendants shall have no obligation to deposit any portion of the Escrow Amount into the Escrow Account but shall have an obligation to take all reasonably available steps to seek to cause the D&O Carriers to deposit the Escrow Amount into the Escrow Account.

  • Termination Payment The final payment delivered to the Certificateholders on the Termination Date pursuant to the procedures set forth in Section 9.01(b).

  • Settlement Payments On the first Business Day of each month ("Interest Settlement Date"), Collateral Agent will advise each Lender by telephone, fax or telecopy of the amount of such Lender's share of interest and fees on each of the Loans as of the end of the last day of the immediately preceding month. Provided that such Lender has made all payments required to be made by it under this Agreement, Collateral Agent will pay to such Lender, by wire transfer to such Lender's account (as specified by such Lender on the signature page of this Agreement or the applicable Assignment and Acceptance Agreement, as amended by such Lender from time to time after the date hereof or in the applicable Assignment and Acceptance Agreement) not later than 3:00 p.m. Chicago time on the next Business Day following the Interest Settlement Date, such Lender's share of interest and fees on each of the Loans. Such Lender's share of interest on each Loan will be calculated for that Loan by adding together the Daily Interest Amounts for each calendar day of the prior month for that Loan and multiplying the total thereof by the Interest Ratio for that Loan. Such Lender's share of the Unused Line Fee described in subsection 2.3(A) shall be an amount equal to (a)(i) such Lender's average Revolving Loan Commitment during such month, less (ii) the sum of (x) such Lender's average Daily Loan Balance of the Revolving Loans, plus (y) such Lender's Pro Rata Share of the average daily aggregate amount of Letter of Credit Reserve, in each case for the preceding month, multiplied by (b) the percentage required by subsection 2.3(A). Such Lender's share of all other fees paid to Collateral Agent for the benefit of Lenders hereunder shall be paid and calculated based on such Lender's Commitment with respect to the Loans on which such fees are associated. To the extent Collateral Agent does not receive the total amount of any fee owing by Borrowers under this Agreement, each amount payable by Collateral Agent to a Lender under this subsection 9.8(A)(4) with respect to such fee shall be reduced on a pro rata basis. The Collateral Agent and the Lenders hereby acknowledge and agree that in no event shall the aggregate fee payments received by such Lenders pursuant to this subsection 9.8(A)(4) exceed the total amount of fees pursuant to subsection 2.3.

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