Final Post-Closing Payment Clause Samples

Final Post-Closing Payment. On the two (2)-year anniversary of the Closing Date (the “Final Post-Closing Payment Date” and, together with the First Post-Closing Payment Date, the “Post-Closing Payment Dates”), Transferor shall pay or cause to be paid to Acquiror in cash by wire transfer of immediately available funds to the account designated by Acquiror the remaining portion of the Purchase Price in an amount equal to fifty million dollars ($50,000,000.00) (the “Final Post-Closing Payment”); provided, that at the request and direction of Acquiror in accordance with Section 2.03(i) below, Transferor shall deliver all or a portion of the Final Post-Closing Payment to one or more Commercial Counterparties on the Final Post-Closing Payment Date, and any such payment made by Transferor to such Commercial Counterparties in accordance with such request and direction shall be deemed to satisfy, on a dollar-for-dollar basis, Transferor’s obligation to deliver the Final Post-Closing Payment to Acquiror.