Holdback Payment. 7 1.37 Holdings ................................................ 7 1.38
Holdback Payment. Holdback Payment" shall mean an amount equal to $750,000.00, less the indemnification payments satisfied pursuant to Section 9.7 hereof, which amount shall be paid by Buyer to Figgie pursuant to Section 8.9 hereof.
Holdback Payment. On the sixth anniversary of the Closing Date, Buyer shall pay to Figgie the Holdback Payment.
Holdback Payment. Upon the fifth anniversary of the Effective Date or, if earlier, upon the occurrence of an IPO, Sale of Stock or Sale of Assets, the Company shall promptly pay the Participant an amount in cash equal to the following:
Holdback Payment. (a) If the Company or any of its Affiliates is confirmed as a successful bidder and is awarded the Retention Contract, then an amount (if greater than zero) equal to the Holdback Amount minus the aggregate Extension Amounts paid by Buyer pursuant to Section 2.7(b) shall be due and payable within five (5) Business Days of Buyer’s receipt of such confirmation in writing and a copy of the written definitive Retention Contract executed and delivered by both the Company (or its Affiliate) and the applicable Governmental Entity; provided, however, that if there is a bid protest challenge to the award of the Retention Contract, such payment shall not become due and payable until the resolution of such challenge and the reconfirmation of the Retention Contract award.
Holdback Payment. No later than 150 days after the Closing Date, Purchaser shall pay Seller the sum of One Million Dollars ($1,000,000) (the "Holdback") by wire transfer or other immediately available funds. The Holdback shall be subject to setoff for (i) any accounts receivable of Seller in existence as of the Closing that are not collected within 120 days of the Closing (to the extent such uncollected accounts receivable exceed in amount the Doubtful Accounts Allowance provided for in Section 5.1.7); (ii) the amount, if any, by which notes payable to third parties included in the Assumed Liabilities, as reflected on the Closing Date Balance Sheet, exceed the amount of such notes payable as reflected on Seller's December 31, 1996 Financial Statements to the extent such excess is greater than the increase in the value of the fixed assets included in the Assets, as reflected on the Closing Date Balance Sheet, above the value of such fixed assets as reflected on Seller's December 31, 1996 Financial Statements; and (iii) any other Indemnity Claims (as defined herein) under this Agreement which arise during said 150 day period. Any accounts receivable as to which Purchaser exercises its right of setoff shall be reassigned to Seller. Purchaser shall give Seller a written notice specifying any setoffs made or to be made against the Holdback. If Seller disputes any of such setoffs, it shall so notify Purchaser prior to that date which is 30 days after its receipt of Purchaser's Notice. If Seller and Purchaser cannot resolve any of such disputes within thirty (30) days after the date of Purchaser's receipt of Seller's notice, Seller shall be free to submit such unresolved disputes to arbitration as provided in Section 6.2.4 hereof.
Holdback Payment. In addition to the Closing Payment, Seller shall be entitled, upon and subject to the terms of this Agreement and subject to Section 9.2, to receive from Buyer as additional consideration for the transfer of the Purchased Assets an amount equal to One Hundred Thousand Dollars ($100,000) minus the Post-Closing Adjustments = (the "HOLDBACK PAYMENT"). Buyer shall be required to pay, and the Seller shall be entitled to receive, the Holdback Payment not later than two (2) business days following the ninetieth (90th) day following the Closing Date ("DAY 90").
Holdback Payment. On the Closing Date, Buyer shall pay in cash or certified funds or by wire transfer, an additional $2,000,000 (the "Holdback") to the Escrow Agent to be disbursed in accordance with the terms of the Escrow Agreement, such that the total amount escrowed will be $2,500,000.
Holdback Payment. A cashier's or certified check payable to the order of the Escrow Agent in the amount required in Section 3.4, or an appropriate wire transfer of such funds.
Holdback Payment. 7.2(c) Indemnification Letter ........................... 9.19
