Payment of Aggregate Purchase Price. The undersigned Investor shall have delivered the Aggregate Purchase Price for the Shares as specified in Sections 1.1 and 1.2 hereof.
Payment of Aggregate Purchase Price. The Investor shall make payment to the Company by wire transfer of the Aggregate Purchase Price in accordance with Section 1.1(b); and
Payment of Aggregate Purchase Price. Upon, or prior to, the execution of this Agreement by the Subscriber, the Subscriber shall deposit the amount of readily available funds equal to the Aggregate Purchase Price in a segregated escrow account with the Escrow Agent by wire transfer of immediately available funds pursuant to the instructions provided below. Subject to the terms and conditions of this Agreement (including, without limitation, the Company’s and the Placement Agent’s option, each at its sole discretion, to refuse to accept subscriptions, in whole or in part, from any Subscriber), the Subscriber hereby subscribes for and agrees to purchase from the Company such number of Securities and the Company agrees to sell such number of Securities to the Subscriber as is set forth upon the signature page hereof at the Aggregate Purchase Price as accepted by the Company and the Placement Agent. US Bank Trust National Association ABA Routing Number: 000000000 US Bank and Trust Corp. Account Number: [omitted] For: VioQuest/Paramount BioCapital SEI Number: [omitted] Reference: [Investor Name] The Subscriber must complete and return a duly executed, unaltered copy of this Agreement (including the completed Confidential Investor Questionnaire included in Article 7 hereof (the “Confidential Investor Questionnaire”)) to the Placement Agent at the Placement Agent’s address indicated in the Memorandum (as defined below) on or before the date indicated to the Subscriber by the Placement Agent to be eligible to participate in the Offering. The Company and the Placement Agent retain complete discretion to accept or reject any subscription unless and until the Company executes a counterpart to this Agreement that includes such Subscriber’s signature.
Payment of Aggregate Purchase Price. The Investor shall have delivered to the Escrow Agent the Aggregate Purchase Price in accordance with Section 1.1; and
Payment of Aggregate Purchase Price. Upon, or prior to, the execution of this Agreement by the Subscriber, the Subscriber shall deposit the amount of readily available funds equal to the Aggregate Purchase Price in a segregated escrow account with the Escrow Agent by check or wire transfer of immediately available funds pursuant to the instructions provided below. Subject to the terms and conditions of this Agreement (including, without limitation, the Company’s and the Placement Agent’s option, each at its sole discretion, to refuse to accept subscriptions, in whole or in part, from any Subscriber), the Subscriber hereby subscribes for and agrees to purchase from the Company such number of Shares and the Company agrees to sell such number of Shares to the Subscriber as is set forth upon the signature page hereof at the Aggregate Purchase Price as accepted by the Company and the Placement Agent. U.S. Bank Trust, N.A. ABA Routing Number: [_________] US Bank and Trust Corp Trust Account #: [_________] Final Beneficiary Recipient/Subacct: Paramount, Xxxx Xxxxx & VioQuest SEI/Subacct Number: [_________] Reference: [Investor Name] Attention: Xxxxxx Xxxxxxxxx The Subscriber must complete and return a duly executed, unaltered copy of this Agreement (including the completed Confidential Investor Questionnaire included in Article 7 hereof (the “Confidential Investor Questionnaire”)) to the Placement Agent at the Placement Agent’s address indicated in the Memorandum (as defined below) on or before March 14, 2008, or such other date indicated to the Subscriber by the Placement Agent to be eligible to participate in the Offering. The Company and the Placement Agent retain complete discretion to accept or reject any subscription unless and until the Company executes a counterpart to this Agreement that includes such Subscriber’s signature.
Payment of Aggregate Purchase Price. Purchaser shall pay
Payment of Aggregate Purchase Price. (a) At the Closing, Purchaser shall:
Payment of Aggregate Purchase Price. Subject to the terms and conditions hereof, at Closing, Purchaser shall (A) pay or cause to be paid to Chemtura, as agent for all Sellers, an amount in cash equal to (a) $950,000,000, plus (b) the Estimated Working Capital Adjustment Amount (if such amount is positive), minus (c) the absolute value of the Estimated Working Capital Adjustment Amount (if such amount is negative), plus (d) the Estimated Retained Cash, minus (e) the absolute value of the Estimated Closing Indebtedness (if any) (the sum of the foregoing clauses (a) through (d), the “Estimated Cash Consideration”), by wire transfer of immediately available funds to the account designated by the Company and (B) issue to Chemtura the Stock Consideration. In addition, at Closing Purchaser shall, on behalf of the Sellers, pay the Closing Indebtedness by wire transfer in accordance with payoff letters relating thereto. The Estimated Cash Consideration shall be subject to adjustment as provided in Section 1.8.
Payment of Aggregate Purchase Price. (a) Prior to the Effective Time, Purchaser shall designate a bank or trust company, reasonably acceptable to, and on terms approved by the Company, to act as exchange agent ("Exchange Agent") for the payment of the Aggregate Purchase Price to stockholders of the Company, holders of Options and holders of Deferred Restricted Stock, entitled to payment thereof pursuant to Sections 1.2(a), 1.3(a) and 1.3(b) hereof, respectively. Immediately prior to the Effective Time, Purchaser shall deposit, or cause to be deposited, by wire transfer in immediately available funds, in trust with the Exchange Agent, in cash, the Aggregate Purchase Price. Promptly after the Effective Time but in no event more than five (5) business days after the Effective Time, Purchaser will send, or will cause the Exchange Agent to send, to each holder of Shares, Options or Deferred Restricted Stock, as the case may be, at the Effective Time a letter of transmittal applicable to the Shares, Options or Deferred Restricted Stock, as the case may be, held by such holder for use in exchanging such holder's Shares, Options or Deferred Restricted Stock, as the case may be, for the consideration payable with respect to the Shares, Options or Deferred Restricted Stock held by such holder, as the case may be, pursuant to Sections 1.2(a), 1.3(a) and 1.3(b) hereof, as appropriate (which shall be in form and substance satisfactory to the Purchaser and which shall specify that the delivery shall be effected, and risk of loss and title shall pass, only upon proper delivery of the certificates representing Shares or other documentation representing such Options or Deferred Restricted Stock awards, as the case may be, to the Exchange Agent).
Payment of Aggregate Purchase Price. The Lenders shall have paid the Aggregate Purchase Price to the Company in accordance with Section 1(b) hereof.
