Purchase of Bxxxx Hill Interest; Consideration Sample Clauses

Purchase of Bxxxx Hill Interest; Consideration. In accordance with the Recitals set forth above, which Recitals are incorporated into this Agreement and made a part thereof, Seller agrees to sell and convey, and Buyer agrees to purchase, the Bxxxx Hxxx Interest on the terms and conditions set forth herein. As consideration for Seller’s agreement to sell the Bxxxx Hill Interest to Buyer, Buyer has committed to fund a $369,034 capital contribution to BR Bxxxx Hxxx Member for the benefit of Seller (the “Consideration”). Buyer agrees to fund the Consideration at such times and in such increments as shall be necessary to satisfy the current and future capital contribution obligations of Seller to BR Bxxxx Hill Member, pursuant to the terms of the Venture Agreement, as amended by the Venture Agreement Amendment (as defined below), until Buyer has contributed an aggregate amount equal to the Consideration to BR Bxxxx Hxxx Member on behalf of Seller. To the extent that any obligation of Buyer to fund the Consideration remains at the time that Seller no longer holds an interest in BR Bxxxx Hill Member, then the parties shall perform a true-up reconciliation of the Consideration payable to Seller (the “Reconciliation”) within sixty (60) days of the date Seller ceases to hold an interest, with any payment to be made to Seller made in cash within thirty (30) days following the finalization of the Reconciliation. Notwithstanding the foregoing or any provision to the contrary contained herein or in the Venture Agreement, the payment of the Consideration as contemplated in this Section 1.1 shall not be subject to or invoke the provisions of Section 5.2(b) of the Venture Agreement.
Sample 1
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Related to Purchase of Bxxxx Hill Interest; Consideration

  • Stock Consideration 3 subsidiary...................................................................53

  • Purchase Consideration The consideration payable in connection with a purchase transaction shall be debited from the appropriate deposit account of the Portfolio as of the time and date that funds would ordinarily be required to settle the transaction in the applicable market. The Custodian shall promptly recredit the amount at the time that the Portfolio or the Fund notifies the Custodian by Proper Instruction that the transaction has been canceled.

  • Delivery of Shares Tendered in Payment of Purchase Price If the Optionee exercises this option by delivery of shares of Common Stock of the Company, the certificate or certificates representing the shares of Common Stock of the Company to be delivered shall be duly executed in blank by the Optionee or shall be accompanied by a stock power duly executed in blank suitable for purposes of transferring such shares to the Company. Fractional shares of Common Stock of the Company will not be accepted in payment of the purchase price of shares acquired upon exercise of this option.

  • Payment of Repurchase Price The Repurchase Price shall be payable, at the option of the Company or its assignee(s), by check or by cancellation of all or a portion of any outstanding purchase money indebtedness owed by Participant to the Company, or such assignee, or by any combination thereof. The Repurchase Price shall be paid without interest within sixty (60) days after exercise of the Repurchase Option.

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

  • Initial Consideration On the Effective Date, Retrocessionaire shall reimburse Retrocedant for one hundred percent (100%) of any and all unearned premiums paid by Retrocedant under such Inuring Retrocessions net of any applicable unearned ceding commissions paid to Retrocedant thereunder.

  • Purchase Price; Payment of Purchase Price In addition to the Assumed Liabilities described below, the aggregate consideration for the Subject Assets (the “Purchase Price”) shall be the amount equal to: $2,000,000. The Purchase Price shall be subject to adjustment as set forth in Section 1.7 below as so adjusted.

  • Deposit of Fundamental Change Purchase Price No later than 10:00 a.m., New York City time, on the Fundamental Change Purchase Date, the Company shall deposit with the Paying Agent (or, if the Company or a Subsidiary or an Affiliate of either of them is acting as the Paying Agent, shall segregate and hold in trust as provided herein) an amount of money (in immediately available funds if deposited on such Fundamental Change Purchase Date) sufficient to pay the Fundamental Change Purchase Price, of all the Securities or portions thereof that are to be purchased as of the Fundamental Change Purchase Date. The Company shall promptly notify the Trustee in writing of the amount of any deposits of cash made pursuant to this Section 5.04. If on the Fundamental Change Purchase Date the Paying Agent holds cash sufficient to pay the Fundamental Change Purchase Price of the Securities that Holders have elected to require the Company to purchase in accordance with Section 5.01, then, as of the Fundamental Change Purchase Date, (a) such Securities will cease to be outstanding and interest, including Additional Interest if any, will cease to accrue thereon and (b) all other rights of Holders in respect of such Securities will terminate (other than the right to receive the Fundamental Change Purchase Price upon delivery or transfer of such Security). This will be the case whether book-entry transfer of the Securities has been made or the Securities have been delivered to the Paying Agent, as the case may be.

  • Closing Consideration The closing consideration shall be delivered at the Closing as follows:

  • Purchase Price Payment Purchaser shall deliver to SAFEDOX the sum of $5,000 in payment of the 16,667 shares of Common Stock purchased by Purchaser hereunder, a per share price of $.30, which payment shall be delivered as provided in paragraphs VI and VII hereinbelow.

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