Initial Cash Purchase Price Sample Clauses

Initial Cash Purchase Price. The Notes carry an original issue discount totaling, on an aggregate basis, $131,500.00 (the “OID”). In addition, the Company agrees to pay $15,000.00 to the Buyer to cover the Buyer’s legal fees, accounting costs, due diligence, monitoring and other transaction costs incurred in connection with the purchase and sale of the Securities (the “Transaction Expenses”). The Transaction Expenses shall be added to the initial principal balance of Note #1. The Initial Cash Purchase Price, therefore, shall be $100,000.00, computed as follows: $1,446,500.00 less the OID less the Transaction Expenses less the sum of initial principal amounts of the Buyer Trust Deed Notes.
Sample 1
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Initial Cash Purchase Price. The Note carries an original issue discount of $241,000.00 (the “OID”). In addition, the Company agrees to pay $15,000.00 ($5,000.00 of which has been previously paid to the Buyer) to the Buyer to cover the Buyer’s legal fees, accounting costs, due diligence, monitoring and other transaction costs incurred in connection with the purchase and sale of the Securities, $10,000.00 of which amount is included in the initial principal balance of the Note (the “Transaction Expenses”). The Initial Cash Purchase Price, therefore, shall be $400,000.00, computed as follows: $2,651,000.00 less the OID less the Transaction Expenses less the sum of initial principal amounts of the Buyer Trust Deed Notes.
Sample 1
Initial Cash Purchase Price. The Initial Cash Purchase Price shall be paid by Buyer to WWS, by wire transfer of immediately available funds to the accounts designated by WWS on Schedule I hereto. The Initial Cash Purchase Price may be adjusted as provided for in Section 1.3.
Sample 1
Initial Cash Purchase Price. The aggregate purchase price for the Assets shall be (i) $15,000,000.00, plus (ii) the assumption of the Assumed Liabilities, plus (iii) the Accounts Receivable Payment, plus (iv) the Equipment Inventory Cash Price, plus (v) the Intellectual Property Cash Price, minus (vi) the Pro Rata Prepayment Amount (collectively, clauses (i) through (vi) the “Initial Cash Purchase Price”), plus (vii) the Earnout Purchase Price (collectively, the “Purchase Price”), At Closing, Buyer shall pay the Initial Cash Purchase Price by wire transfer to Seller of immediately available funds in accordance with the wire transfer instructions set forth on Schedule 1.5(a).
Sample 1
Initial Cash Purchase Price. The aggregate initial purchase price payable by the Purchaser for the Shares and as consideration for the Selling Shareholders having arranged the release of the Company Options by the respective holders (the “Initial Cash Purchase Price”) shall be $147 million. The Initial Cash Purchase Price shall be paid as follows:
Sample 1
Initial Cash Purchase Price. The Note carries an original issue discount of $126,500.00 (the “OID”). The Initial Cash Purchase Price, therefore, shall be $100,000, computed as follows: $1,226,500.00 less the OID less the sum of the initial principal amounts of the Mortgage Notes.
Sample 1
Initial Cash Purchase Price. The Note carries an original issue discount of $251,500.00 (the “OID”). In addition, the Company agrees to pay $15,000.00 to the Buyer and issue to the Buyer 50,000 shares of Common Stock (which shares the Buyer acknowledges having already received) to cover the Buyer’s legal fees, accounting costs, due diligence, monitoring and other transaction costs incurred in connection with the purchase and sale of the Securities (the “Transaction Expenses”), $15,000 of which is included in the initial principal balance of the Note. The Initial Cash Purchase Price, therefore, shall be $500,000.00, computed as follows: $2,766,500.00 less the OID less $15,000.00 of the Transaction Expenses less the sum of initial principal amounts of the Secured Buyer Notes.
Sample 1
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Related to Initial Cash Purchase Price

  • Cash Purchase Price The term "Cash Purchase Price" shall have the meaning set forth in Section 2.3(a).

  • Closing Purchase Price Buyer shall have delivered the Closing Purchase Price in accordance with Section 2.5. ARTICLE VII

  • Post-Closing Purchase Price Adjustment (a) As soon as practicable, but no later than forty-five (45) calendar days after the Closing Date, Buyer shall cause to be prepared and delivered to Griffon a single statement (the “Closing Statement”) setting forth Buyer’s calculation of (i) the Net Working Capital, (ii) based on such Net Working Capital amount, the Net Working Capital Adjustment, (iii) the Closing Date Funded Indebtedness, (iv) the Closing Date Cash, (v) the Transaction Related Expenses and the components thereof in reasonable detail. Buyer’s calculation of the Net Working Capital, the Net Working Capital Adjustment, the Closing Date Funded Indebtedness, the Closing Date Cash and the Transaction Related Expenses set forth in the Closing Statement shall be prepared and calculated in good faith, and in the manner and on a basis consistent with the terms of this Agreement and the Accounting Principles (in the case of Net Working Capital) and the definitions thereof, and in the case of Net Working Capital shall also be in the same form and include the same line items as the Estimated Net Working Capital calculation, and shall otherwise (x) not include any changes in assets or liabilities as a result of purchase accounting adjustments or other changes arising from or resulting as a consequence of the transactions contemplated hereby, (y) be based on facts and circumstances as they exist as of the Closing and (z) exclude the effect of any decision or event occurring on or after the Closing. In furtherance of the foregoing, Buyer acknowledges and agrees that the Accounting Principles are not intended to permit the introduction of different judgments, accounting methods, policies, principles, practices, procedures, classifications or estimation methodologies. If the Closing Statement is not so timely delivered by Buyer for any reason, then the Estimated Closing Statement shall be considered for all purposes of this Agreement as the Closing Statement, from which the Seller will have all of its rights under this Section 2.7 with respect thereto, including the right to dispute the calculations set forth in the Estimated Closing Statement in accordance with the procedures set forth in Section 2.7(b) and Section 2.7(c) mutatis mutandis.

  • Aggregate Purchase Price The aggregate purchase price for the Notes (the “Aggregate Purchase Price”) shall equal the result of (x) divided by (y), where (x) equals the Aggregate Principal Amount and (y) equals 1.25. Each date upon which a Closing occurs is a “Closing Date”.

  • Purchase Price; Allocation of Purchase Price (a) Subject to the terms and conditions of this Agreement, the purchase price for the Interests and the Purchased Assets (other than the Specified OUS Assets) (such amount, the “Purchase Price”) is payable as follows:

  • Purchase Price Payment The total Purchase Price for the Property is the amount of the successful bid for the parcel at public auction.

  • Base Purchase Price Buyer agrees to pay for the Assets the total sum of Thirty Million and No/100 Dollars ($30,000,000.00) (“Base Purchase Price”) to be paid by direct bank deposit or wire transfer in same day funds at the Closing, subject only to the price adjustments set forth in this Agreement.

  • Asset Purchase Price (a) All Assets and assets of the Failed Bank subject to an option to purchase by the Assuming Institution shall be purchased for the amount, or the amount resulting from the method specified for determining the amount, as specified on Schedule 3.2, except as otherwise may be provided herein. Any Asset, asset of the Failed Bank subject to an option to purchase or other asset purchased for which no purchase price is specified on Schedule 3.2 or otherwise herein shall be purchased at its Book Value. Loans or other assets charged off the Accounting Records of the Failed Bank before the Bid Valuation Date shall be purchased at a price of zero.

  • Additional Purchase Price The purchase price for the Additional Shares (the "Additional Purchase Price") shall be an amount equal to (i) the difference between (1) the aggregate proceeds to Purchaser from the sale of the Optional Securities and (2) the aggregate cost to Purchaser, as notified by Purchaser to Seller at the Second Time of Delivery, of the Additional STRIPS, multiplied by (ii) a fraction, the numerator of which is the Firm Share Base Amount and the denominator of which is the number of Firm Securities.

  • The Purchase Price If the sale of the Property is not subject to HST, Seller agrees to certify on or before (included in/in addition to) closing, that the sale of the Property is not subject to HST. Any HST on chattels, if applicable, is not included in the Purchase Price.

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