Second Contingency Purchase Price Clause Samples

Second Contingency Purchase Price. Within sixty (60) days of the two year anniversary of the Closing Date (such anniversary date to be referred to as the Second Contingency Date) the Purchaser will pay to the Vendor: (a) 3% of the Gross CSI Revenues from the twelve (12) month period immediately preceding the Second Contingency Date; and (b) 19% of the CSI EBITDA from the twelve (12) month period immediately preceding the Second Contingency Date (collectively, the Second Contingency Price) by issuing to ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇, in equal portions, that number of common shares of Neptune which equals the Second Contingency Price divided by the 10 day average closing price of such shares on the NASD OTC Bulletin Board, or other stock exchange in the United States of America, calculated five business days before the Second Contingency Date (the Second Deemed Price), provided, however, as follows: (i) the Purchaser will not issue fractional shares of Neptune to the ▇▇▇▇▇▇▇▇ and Bethel; (ii) in the event that the Second Deemed Price is less than $4.00 per share on the Second Contingency Date, the Purchaser, at its option, will deliver to ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇, in equal portions, either (1) cash in an amount equal to the Second Contingency Price; or