Settlement of the Purchase Price. On the Purchase Date, the Department shall pay to the Seller the Purchase Price by electronic transfer in funds available by the next Business Day to the account specified by the Seller. Simultaneously with the payment to the Seller of the Purchase Price, (i) the Seller shall deliver to the Department a duly executed Bill of Sale with respect to the related Loans being sold on such Purchase Date in the form attached hereto as Exhibit B, (ii) either (x) if the Seller is an Eligible Lender, the Seller does hereby sell, transfer, assign, set over and convey to the Department, without recourse, but subject to the terms of the Agreement, all rights, title and interest of the Seller in and to the Loans listed on the Loan Schedule delivered in connection with the related Purchase Date, or (y) if the Seller is not an Eligible Lender, the Eligible Lender Trustee does hereby sell, transfer, assign, set over and convey to the Department, without recourse, but subject to the terms of the Agreement, all of its rights, title and interest in and to the related Eligible Loans, and the Seller does hereby sell, transfer, assign, set over and convey to the Department, without recourse, but subject to the terms of the Agreement, all of its beneficial interests in such Eligible Loans, and (iii) the Seller does hereby sell, transfer, assign, set over and convey to the Department all of the related servicing files and servicing rights appurtenant to the related Loans, the related Promissory Notes and related Loan Documents (including, without limitation, any rights of the Seller to receive from any third party any documents which constitute a part of the loan or servicing files) and all rights and obligations arising under the documents contained therein.
Settlement of the Purchase Price. The Purchase Price shall be fully and finally settled by way of the Purchaser, on the Closing Date and as contemplated in the Implementation Agreement, issuing the GSPL CCN’s to the Seller.
Settlement of the Purchase Price. On the date of the Initial Xxxx of Sale, the Purchaser shall pay to the Seller the Purchase Price by wire transfer of immediately available funds to the account specified by the Seller and shall deliver to the Seller the applicable percentage of the Certificate.
Settlement of the Purchase Price. The Purchase Price shall be settled as follows: ● 50% of the Purchase Price shall be settled by Sterna Finance Ltd. or another affiliate of Hemen providing a non-amortizing loan with maturity three years after completion of the Transaction with an interest rate of LIBOR + 3.0% (the "Loan"). Interest on the loan will be repaid quarterly in arrears. The loan will be guaranteed by Golden Ocean Holdings Limited on behalf of the Buyers. ● GOGL will on or about the date hereof carry out an equity offering in the vicinity of USD 100 million (the "Equity Offering"). A portion of the Purchase Price shall be settled in-kind, by GOGL issuing a number of shares in the Equity Offering to Hemen so that Hemen and affiliated company Farahead Investments Inc. retains an aggregate ownership share of 34.2% in GOGL upon completion of the Equity Offering (the "In-kind Consideration Shares"). The value of the In-kind Consideration Shares shall equal the purchase price per share set in the part of the Equity Offering that is placed with investors in the market. ● The remaining part of the Purchase Price shall be settled in cash.
Settlement of the Purchase Price. On the date of the Initial Xxxx of Transfer, the Transferee shall pay to the Transferor the Purchase Price by wire transfer of immediately available funds to the account specified by the Transferor and shall deliver the Certificate to the Transferor.
Settlement of the Purchase Price. (a) The Purchaser and the Seller shall jointly make a physical count of the Inventory as of the Closing Date. The Purchaser and the Seller shall each have the right to have their respective independent accountants present at and to participate in the physical count. The Purchaser and the Seller shall jointly prepare a report (the "Inventory Report") of the results of the inventory count no later than the end of the tenth Business Day following the Closing Date. If the Purchaser and the Seller cannot agree on the content of the Inventory Report, such disagreement shall be resolved by recounting the affected items of Inventory or by such other means as the Purchaser and the Seller may agree no later than 20 Business Days after the Closing Date. All Inventory shall be valued as set forth on Schedule 2.3. The value of the Inventory shown on the Inventory Report, calculated as set forth herein, shall be the "Closing Inventory Amount."
Settlement of the Purchase Price. (a) As soon as practicable, but in no event more than 30 days after the Closing Date ("30-Day Period"), the Seller and the Purchaser shall agree upon a statement of the book value of the Purchased Assets less the Assumed Liabilities of the Business acquired or assumed (the "Closing Net Assets") as of the Closing Date (the "Closing Balance Sheet"), which Closing Balance Sheet shall be prepared in conformity with GAAP on a basis consistent with Seller's audited historical financial statements and the computation of the Estimated Net Assets. If there is any dispute with respect to the Closing Balance Sheet which cannot be resolved within the 30-Day Period, then the CPA Firm and the Accountants shall attempt to resolve the differences, with each party responsible for the fees of its own accountants. If the CPA Firm and the Accountants cannot resolve the dispute and agree upon the Closing Net Assets within 30 days of the expiration of the 30-Day Period, then the parties shall endeavor to settle the dispute by mediation under the then current CPR Model Mediation for Business disputes published by the CPR Institute for Dispute Resolution in New York. The Purchaser and Seller shall equally share any expenses of mediation. If the mediation fails to settle the matter within the periods provided by the CPR Model Mediation rules or if either party refuses to participate in mediation, then either party may commence arbitration pursuant to Section 9.14.
Settlement of the Purchase Price a) The Lessee/Buyer is hereby granted the exclusive right and privilege of purchasing the Properties and to settle the Purchase Price at any time during the Term of the Lease and during any extensions thereof. Upon full payment of the Purchase Price by the Lessee/Buyer to the Lessor/Seller, the Agreement shall be terminated and the Lessor/Seller shall have no further right title interest or anything whatsoever in and to the Properties or any part thereof, and that as from such date thereof the legal and equitable title and interest in and to the Properties shall be vested on the Lessee/Buyer.
