Net Purchase Price the Seller shall have received the Net Purchase Price. The conditions precedent set out in paragraphs A(a), A(b), A(c), B(a), B(b), B(c), B(d) and B(e) shall each be subject a grace period of fifteen (15) Business Days commencing on the Scheduled Delivery Date. The condition precedent set out in paragraph B(g) above, shall be subject to a grace period of five (5) Business Days commencing on the Scheduled Delivery Date. “[***]” This information is subject to confidential treatment and has been omitted and filed separately with the commission.
Net Purchase Price the Seller shall have received the initial payment set out in paragraph (a) of Clause 6.3.1. The conditions precedent set out in paragraphs A(a), A(b), A(c), B(a), B(b), B(c), B(d) and B(e) shall each be subject a grace period of fifteen (15) Business Days commencing on the Scheduled Delivery Date. The condition precedent set out in paragraph B(g) above, shall be subject to a grace period of five (5) Business Days commencing on the Scheduled Delivery Date. “[***]” This information is subject to confidential treatment and has been omitted and filed separately with the commission. MSN 3371 Buyback Agreement 20 SCHEDULE 5
Net Purchase Price. The net Purchase Price due at Closing under this Agreement for the Hotel or Hotels being transferred on such applicable date.
Net Purchase Price. The Seller and the Buyer hereby agree that the net Purchase Price, being the Purchase Price net off any amounts credited towards the Purchase Price pursuant to clauses 8.1 (Deposit), 8.3 (Rent), 8.4 (Security Deposit) and 8.5 (Maintenance Reserve Guarantee Amounts) shall be the amount set out in Schedule 8 hereto for the date which corresponds to the Delivery Date.
Net Purchase Price. The Note carries an original issue discount of $10,222.50 (the “OID”). In addition, the Company agrees to pay $5,000 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 Notes (the “Transaction Expenses”). The Transaction Expenses shall be added to the principal balance of the Note such that the “Net Purchase Price” shall be $34,075.00, computed as follows: $49,297.50 less the OID less the Transaction Expenses.
Net Purchase Price. The Parties hereby acknowledge and agree that the net cash price to be paid by Buyer at the Closing for the Purchased Assets is $8,381,585.16, computed as: $ 20,000,000.00 – Gross cash Purchase Price (650,000.00 ) – Mutually agreed Purchase Price adjustment (1,000,000.00 ) – Deduction for Buyer transaction expenses 61,368.67 – Proration of post-Closing personal property taxes to Buyer (159,122.32 ) – Payment of Xxxxx Xxxxxxx Fees (15,038 ) – Payment of Xxxxxxx & Xxxxxxx Fees (9,855,623.19 ) – Repayment of DIP Loan Amount $ 8,381,585.16 – Net cash purchase price to Sellers ($ 566,471.38 )1 – Sellers’ payment of Cure Costs (up to the Cure Costs Cap) $ 7,815,113.78 – Net proceeds to Sellers after post-Closing Cure Cost payments
Net Purchase Price. At the Closing, Buyer shall deliver to Seller the net purchase price determined pursuant to Section 3.2 (the "Net Purchase Price") in the form of Buyer's promissory note drawn in favor of Seller substantially in the form attached hereto as Exhibit B (the "Promissory Note"). At the Closing, Seller and Buyer shall utilize for determining the Net Purchase Price the listing of account balances as of November 30, 2000 included in the Financial Information as the parties' estimate of amounts to be set forth in listing of account balances of the Service Business as of the Closing Date (the "Closing Account Balances"). The Net Purchase Price shall be adjusted when the Closing Account Balances becomes available (not to be later than 30 days from the Closing Date) and the resulting amount due to or from Seller (the "Purchase Price Adjustment") shall be remitted by the appropriate party within three business days thereafter. In the event that the Purchase Price Adjustment is in Buyer's favor, the amount thereof shall be credited against Buyer's outstanding obligation under the Promissory Note. If the Purchase Price Adjustment is in Seller's favor, Buyer shall deliver to Seller a promissory note in the amount thereof substantially in the form of Exhibit B attached hereto (the "Supplementary Promissory Note"). The Supplemental Promissory Note shall be payable in full six months from the Closing Date. The Net Purchase Price may be further adjusted pursuant to Section 8.10(a).
Net Purchase Price. The Net Purchase Price, as adjusted for apportionments and other adjustments required under this Agreement, plus any other amounts required to be paid by Buyer at Closing.
Net Purchase Price the Seller shall have received the initial payment set out in paragraph (a) of Clause 6.3.1. The conditions precedent set out in paragraphs A(a), A(b), A(c), B(a), B(b), B(c), B(d) and B(e) shall each be subject a grace period of fifteen (15) Business Days commencing on the Scheduled Delivery Date. The condition precedent set out in paragraph B(g) above, shall be subject to a grace period of five (5) Business Days commencing on the Scheduled Delivery Date. SCHEDULE 5
