Settlement of Final Purchase Price. (a) To the extent that the Closing Date Balance Sheet (as finally determined pursuant to Section 2.5) shows that Closing Date Net Worth is less than the Minimum Net Worth, Shareholders' Representative shall direct the Escrow Agent to pay out of the Escrow Fund the amount by which the Closing Date Net Worth is less than the Minimum Net Worth to Buyer by wire transfer of immediately available funds within three (3) Business Days after final determination of such Closing Date Balance Sheet.
Settlement of Final Purchase Price. 6.3.1 The Sellers shall repay to the Purchaser any payment made by the Purchaser in excess of the Purchase Price if applicable and, in the event the Purchase Price exceeds the Preliminary Purchase Price, the Purchaser shall pay to the Sellers an amount equivalent to the difference. Such payment shall be made into the Sellers’ Closing Account or such account(s) as notified by Purchaser no later than five (5) Business Days from the date upon which the determination of the final Purchase Price becomes binding in accordance with this Clause 6.
Settlement of Final Purchase Price. (a) Subject to the provisions of Section 8.1(g), to the extent that the Closing Date Balance Sheet (as finally determined pursuant to Section 2.5) shows that Closing Date Net Worth is less than the Minimum Net Worth, the amount by which the Closing Date Net Worth is less than the Minimum Net Worth, together with interest thereon at an annual interest rate of one percent (1%), shall be satisfied by means of a setoff against amounts payable under the Note as provided in the Note. Notwithstanding the foregoing, if a reduction in the Final Purchase Price occurs as a result of a Closing Date Loss Amount pursuant to Section 2.6(b), in no event shall a reduction in the Final Purchase Price occur for any amount determined pursuant to this Section 2.6(a) to the extent such amount is attributable to the Closing Date Loss Amount.
Settlement of Final Purchase Price. As soon as practicable, and in any event within 5 days following the delivery of the Final Closing Balance Sheet and the Final PWC Report (each as defined in the SCA Agreement), G-P shall prepare, certify and deliver to WTM the Closing Settlement Statement. If the Net Sale Price indicated on the Closing Settlement Statement is greater than $835 million (an "Excess"), G-P shall pay an amount equal to the product of the Excess times .05 to WTM by wire transfer of immediately available funds within three days following delivery of the Closing Settlement Statement. If the Net Sale Price indicated on the Closing Settlement Statement is less than $835 million (a "Shortfall"), WTM shall pay an amount equal to the product of the Shortfall times .05 to G-P by wire transfer of immediately available funds within three days following delivery of the Closing Settlement Statement. Any payments pursuant to this Section shall be accompanied with interest thereon at a rate per annum equal to the prime rate (as set forth in the "Money Rates" section of The Wall Street Journal) from the Closing Date to the date of payment. In the event of a dispute between the parties with respect to the Closing Settlement Statement or the Net Sale Price calculation, the parties agree to use their commercially reasonable efforts and negotiate in good faith to resolve any such disputes.
Settlement of Final Purchase Price
