The Initial Payment Sample Clauses

The Initial Payment. The Initial Payment shall be paid on the ------------------- Closing Date and allocated as follows: (a) $4,000,000 to Xxxxxxxx as consideration and in exchange for the Series C Preferred held by Xxxxxxxx; (b) $101,000 to Xxxxxxxx as consideration and in exchange for the Series A Preferred held by Xxxxxxxx; (c) $899,000 to Xxxxxxxx as consideration and in exchange for the Series B Preferred held by Xxxxxxxx; (d) $900,000, the Initial Holdback Amount to be withheld by GBB and to be paid in accordance with Section 2.4 hereof; and (e) the remainder of the Initial Payment to the Participating Shareholders in proportion to the respective Conversion Share Equivalent and Earn Out Percentage held by such Participating Shareholders, as set forth on Exhibit A hereto.
Sample 1
The Initial Payment of the Agreement is deleted in its entirety and replaced with the following:
Sample 1
The Initial Payment. Subject to the direction of the Quebec Court, the Initial Payment of two million seven hundred and fifty thousand dollars in United States currency ($US 2,750,000.00) described in Subparagraph 4.1(i) of the Agreement, and any interest accruing thereon, will be used first to pay approved Expedited Settlement Claims, less Settlement Class Counsel fees, disbursements and partial interim administrative costs (such disbursements and partial interim administrative costs to consist of a maximum of five hundred thousand dollars in Canadian currency ($CND 500,000.00), and then may be used to pay other approved claims. Each Approved Expedited Settlement Claimant shall be entitled to receive a one-time payment of two thousand dollars in Canadian currency ($CND 2,000.00).
Sample 1
The Initial Payment. On the Approval Date, the Company will pay to the Employee $2 million, less applicable withholdings and deductions as provided herein (the “Initial Payment”). The Employee agrees and represents that he will invest the Initial Payment into a segregated account (the “Segregated Account”) and will not otherwise draw on or access the Initial Payment funds unless or until he is able to do so in accordance with this section (the “Payment Representation”). If at any time, the Employee breaches the Payment Representation, the Employee shall bear any costs and expenses incurred by the Company and/or the Consenting Noteholders in enforcing the Payment Representation and/or recovering any withdrawn funds. If, as of the fifth business day following the Effective Date (the “Payment Determination Date”), no order has been entered determining the Employee to be in material breach of this Agreement and no member of the Company Group or Consenting Noteholder has sent to the Employee a notice notifying the Employee that he is in material breach of this Agreement (a “Breach Notice”), the funds in the Segregated Account (net of any gains or losses pursuant to the Employee’s investment decisions, the “Account Funds”) will be subject to the Employee’s unrestricted use. Any Breach Notice must set forth the circumstances serving as the basis of the breach and the party providing the Breach Notice will provide a copy of the notice to the other parties in interest (i.e., the Company and/or Consenting Noteholders, as applicable). If, as of the Payment Determination Date, an order has been entered determining the Employee to be in material breach of this agreement and has become final and unappealable, the entire Initial Payment will be returned to the Company (through the release of the Account Funds to the Company and supplemented by the Employee to the extent the Account Funds are less than the Initial Payment amount as a result of the Employee’s investments). If, as of the Payment Determination Date, (i) an order has been entered determining the Employee to be in material breach of this Agreement that has not yet become final and unappealable or (ii) a member of the Company Group or a Consenting Noteholder has sent a Breach Notice to the Employee, then the Account Funds will remain in the Segregated Account without right to use or access by the Employee until a final and unappealable order is entered on the matter or the matter is otherwise resolved between the parties, at which ...
Sample 1
The Initial Payment. By accepting the terms of this Agreement, you agree and understand that the initial Program payment stated and or agreed in advance of entering the program(s) is non-refundable. You are committing to pay RETROGRAPHIC INTERNATIONAL the initial Program payment.
Sample 1
The Initial Payment. On or before the close of business on October 22, 2010, CSI shall cause to be paid to Xxxxxxx the total sum of $ 1.5 Million (the “Initial Payment”) by wire transfer. Confirmation of the transmission by CSI’s transmitting bank shall be deemed to be confirmation of the payment of the Initial Payment to Xxxxxxx. Payment of such sum, in good funds, shall be an express condition of the effectiveness of the releases set forth above and of the obligations referenced in paragraph 5 below. Such funds shall be paid by wire transfer as follows: Citibank 0000 Xxxxx Xxxxxx Xxxxxxx Xxxxx, XX 00000 Account Holder: Xxxxxxx X. Xxxxxx Attorney at Law Client Trust Account 0000 Xxxxx Xxxxxx, Xxxxx 0000 Xxxxxxx Xxxxx, XX 00000 Account No. 203119177 Citibank ABA/Routing No. 000000000
Sample 1
The Initial Payment. Immediately upon the satisfaction of the following four conditions: (a) The MSA is executed by the Settling States (as defined in the MSA) and PM elects in its sole discretion to execute the MSA; (b) PM completes, without discovery of any adverse condition (other than liens in respect of Liggxxx'x xxxior notes that will be eliminated in connection with the Initial Payment as described below) that has not been cured by the Liggxxx Xxxties, preliminary due diligence with respect to liens, trademark search, etc. as described on Annex A hereto, such preliminary due diligence to be completed by the close of business on November 30, 1998; (c) The Liggxxx Xxxties sign the MSA and they receive and deliver to PM evidence in a form heretofore agreed to by the Parties that there are and will be no encumbrances, restrictions or conditions on or affecting the Marks (as defined herein) arising from the Liggxxx Parties' previous settlements with the states of Massachusetts, Louisiana, West Virginia, Florida and Mississippi; and (d) PM receives evidence satisfactory to it that the Liggxxx Xxxties have deposited with the trustee under Liggxxx'x xxxior secured notes sufficient funds, and have otherwise taken all action, so that upon deposit of the Initial Payment (as described below) with the trustee under such notes, any lien on the Marks in respect of such notes shall be eliminated, with no further action by any Liggxxx Xxxty, upon the passage of not more than 75 days after such deposit, PM will pay (the "Initial Payment") to Eve Holdings Inc. ("Eve") or such other entity designated by the Liggxxx Xxxties (the date of such payment being the "Initial Payment Date") by irrevocable deposit (in a manner satisfactory to PM and the Liggxxx Xxxties) with the trustee under the senior notes: (1) $5 million in consideration for the grant of an option (the "Class A Option") to purchase 100% of the Class A Interest described in paragraph 4(a) for $10.1 million, such option to be exercisable until the expiration of the Class B Option, subject to obtaining HSR approval for both the purchase of the Class A Interest and entry into the License Agreement (as defined below); and (2) $145 million in consideration for the grant of an option (the "Class B Option") to purchase 100% of the Class B Interest described in paragraph 4(a) for $139.9 million (the "Class B Exercise Price"), subject to adjustment as provided below, such option to be exercisable during the ninety day period beginning on ...
Sample 1
The Initial Payment. Subject to the provisions of Sections 2.2(c) and 3.5 hereof, and to Contrin's performance of its obligations under Section 5.1 hereof (as to the payments called for by paragraphs (ii) and (iii) below), the Cronos Defendants shall make an initial payment (the "Initial Payment") to the Contrin Plaintiffs in the amount of One Million U.S. Dollars (U.S. $1,000,000). Payment of the Initial Payment shall be made in accordance with the following schedule: (i) U.S. $300,000, which the Parties acknowledge was made on November 6, 2003; (ii) U.S. $250,000 on or before February 16, 2004; and (iii) The balance, U.S. $450,000, (A) by the later of (x) July 1, 2004, or (y) within five (5) business days after CWC registers the Austrian Judgment with the High Court of Justice, London, England, and assigns the same to CG pursuant to the provisions of Section 3.3 hereof, or (B) if the balance has not been paid under the provisions of clause (A) by January 5, 2005, then the balance shall be payable on January 5, 2005.
Sample 1
The Initial Payment 
Sample 1

Related to The Initial Payment

  • Initial Payment Interconnection Customer shall elect (and provide its election to the Transmission Provider within five days of the commencement of negotiation of the GIA pursuant to Section 11.2 of the GIP) to make either 1) an initial payment equal to twenty

  • BID; INITIAL PAYMENT The Assuming Institution has submitted to the Receiver a Deposit premium bid of 0 % and an Asset premium (discount) bid of $(22,300,000.00) (the “Bid Amount”). The Deposit premium bid will be applied to the total of all Assumed Deposits except for brokered, CDARS, and any market place or similar subscription services Deposits. On the Payment Date, the Assuming Bank will pay to the Corporation, or the Corporation will pay to the Assuming Bank, as the case may be, the Initial Payment, together with interest on such amount (if the Payment Date is not the day following the day of the Bank Closing Date) from and including the day following the Bank Closing Date to and including the day preceding the Payment Date at the Settlement Interest Rate.

  • Initial Payments An initial payment of Zero ($ 0.00 ) shall be made upon execution of this Agreement and is the minimum payment under this Agreement. It shall be credited to the Owner’s account in the final invoice.

  • SALE OF MORTGAGE LOANS; PAYMENT OF PURCHASE PRICE Section 2.01. Sale of the Mortgage Loans.............................4 Section 2.02. Obligations of Seller Upon Sale........................4 Section 2.03. Payment of Purchase Price for the Mortgage Loans.......7

  • Partial Payment If in any distribution described in Section 4(a) above the assets of the Issuer or proceeds thereof are not sufficient to pay in full the amounts payable with respect to all outstanding shares of Designated Preferred Stock and the corresponding amounts payable with respect of any other stock of the Issuer ranking equally with Designated Preferred Stock as to such distribution, holders of Designated Preferred Stock and the holders of such other stock shall share ratably in any such distribution in proportion to the full respective distributions to which they are entitled.

  • Partial payments (a) If the Agent receives a payment that is insufficient to discharge all the amounts then due and payable by an Obligor under the Finance Documents, the Agent shall apply that payment towards the obligations of that Obligor under the Finance Documents in the following order: (i) first, in or towards payment pro rata of any unpaid fees, costs and expenses of the Agent under the Finance Documents; (ii) secondly, in or towards payment pro rata of any accrued interest, fee or commission due but unpaid under this Agreement; (iii) thirdly, in or towards payment pro rata of any principal due but unpaid under this Agreement; and (iv) fourthly, in or towards payment pro rata of any other sum due but unpaid under the Finance Documents. (b) The Agent shall, if so directed by the Majority Lenders, vary the order set out in paragraphs (a)(ii) to (iv) above. (c) Paragraphs (a) and (b) above will override any appropriation made by an Obligor.

  • Payment of Purchase Price The Purchase Price shall be paid as follows:

  • Payment of Principal, Interest, Escrow Items, Prepayment Charges, and Late Charges Borrower will pay each Periodic Payment when due. Borrower will also pay any prepayment charges and late charges due under the Note, and any other amounts due under this Security Instrument. Payments due under the Note and this Security Instrument must be made in U.S. currency. If any check or other instrument received by Lender as payment under the Note or this Security Instrument is returned to Lender unpaid, Lender may require that any or all subsequent payments due under the Note and this Security Instrument be made in one or more of the following forms, as selected by Lender: (a) cash; (b) money order; (c) certified check, bank check, treasurer’s check, or cashier’s check, provided any such check is drawn upon an institution whose deposits are insured by a U.S. federal agency, instrumentality, or entity; or (d) Electronic Fund Transfer. Payments are deemed received by Lender when received at the location designated in the Note or at such other location as may be designated by Lender in accordance with the notice provisions in Section 16. Lender may accept or return any Partial Payments in its sole discretion pursuant to Section 2. Any offset or claim that Borrower may have now or in the future against Lender will not relieve Borrower from making the full amount of all payments due under the Note and this Security Instrument or performing the covenants and agreements secured by this Security Instrument.

  • Payment of Purchase Price for the Mortgage Loans In consideration of the sale of the Mortgage Loans from the Seller to the Purchaser on the Closing Date, the Purchaser agrees to pay to the Seller on the Closing Date (the "Purchase Price") (i) by transfer of immediately available funds, an amount equal to $165,276,772.63 and (ii) the Class S Certificates, the Class C Certificates, the Class P Certificates and the Class R Certificates (collectively the "Option One Certificates") which Option One Certificates shall be registered in the name of Option One Mortgage Securities Corp. The Seller shall pay, and be billed directly for, all expenses incurred by the Purchaser in connection with the issuance of the Certificates, including, without limitation, printing fees incurred in connection with the prospectus relating to the Certificates, blue sky registration fees and expenses, fees and expenses of Purchaser's counsel, fees of the rating agencies requested to rate the Certificates, accountant's fees and expenses and the fees and expenses of the Trustee and other out-of-pocket costs, if any.

  • Purchase Price Payments (a) On the first Funding Date and ----------------------- on each Purchase Date on which any Receivables are purchased from a Seller by Buyer pursuant to Article I, on the terms and subject to the conditions of this --------- Agreement, Buyer shall pay to such Seller the Purchase Price for the applicable Receivables and Related Assets purchased on such day by Buyer from such Seller as follows: (i) if such Receivable is then an Ineligible Receivable owned by ALS, ALS shall convey it to Buyer as a capital contribution; (ii) if such Receivable is then an Ineligible Receivable owned by a Seller other than ALS, such Seller shall convey such Receivable to ALS, which shall in turn convey it to Buyer as a capital contribution; (iii) if such Receivable is not an Ineligible Receivable at such time, Buyer shall pay the Purchase Price in the following priority: (A) make a cash payment to such Seller of such Purchase Price, to the extent that Buyer has cash available to make such payment pursuant to Section 3.3; ----------- (B) if Buyer does not have cash available to pay the full Purchase Price, automatically decrease the aggregate amount of then outstanding Purchase Price Credits with respect to such Seller, but not below zero; (C) if such Purchase Price exceeds the amounts available pursuant to clause (A), by automatically increasing the principal amount of the Purchase Money Note issued by Buyer to ALS by the lesser of (x) the amount of such excess and (y) the Remaining Available Amount under the Purchase Money Note; and (iv) only if ALS is the Seller, if so elected by ALS, by deeming the remaining amount of such Receivables to constitute a capital contribution to Buyer; provided that no contribution of a Receivable shall be made, and such Receivable shall not be transferred hereunder, in the event that the 75% Test would be violated after giving effect to such contribution. In the event that Buyer has insufficient funds pursuant to the foregoing clauses (i) through (iv) to acquire any Receivables and (x) a Person other than ----------- ---- ALS is the Seller or (y) ALS is the Seller, but ALS does not elect to make the capital contribution described in the foregoing clause (iv), then such ----------- Receivables shall not be transferred to Buyer on such Purchase Date, and such Receivables shall continue to be owned by such Seller. ALS shall maintain a bookkeeping account for the benefit of the Sellers, and shall evidence the obligation of Buyer to pay each Seller the portion of the Purchase Price for such Seller's Receivables that has been allocated to the Purchase Money Note pursuant to clause (iii). ALS shall be responsible for ------------ allocating cash payments and amounts evidenced by the Purchase Money Note among the Sellers and shall maintain sufficient records with respect to the Purchase Money Note such that, on any day, it would be able to identify the amount owed by Buyer to each Seller. ALS and each other Seller agree that, prior to the Seller Maturity Date, Buyer shall be required to make payments in respect of the payment obligations evidenced by the Purchase Money Note only to the extent that it has cash available under Section 3.3, after taking into account amounts ----------- required to be established as reserves pursuant to the applicable Third Party Documents, amounts paid to Third Party Financiers in respect of interest, principal and other amounts owing to such Third Party Financiers and amounts paid in connection with the purchase of newly generated Receivables. (b) If on each Business Day, the Unpaid Balance of a Purchased Receivable is either (w) reduced as a result of any defective goods or services, any cash discount or any adjustment by a Seller (whether individually or in its performance of duties as Servicer), (x) reduced or canceled as a result of a setoff in respect of any claim by any Person (whether such claim arises out of the same or a related transaction or an unrelated transaction and whether such claim relates to a Seller or any Affiliate thereof), (y) otherwise reduced as a result of any of the factors set forth in the definition of Dilution or (z) determined by the applicable Seller, Buyer or the Servicer to be on any date Ineligible Receivable as of the applicable Purchase Date, then, in such event, Buyer shall be entitled to a credit (each, a "Purchase Price Credit") against the Purchase Price otherwise payable to the applicable Seller hereunder equal to the full amount of such reduction or cancellation. If such Purchase Price Credit exceeds the original Purchase Price for the Receivables to be sold by the applicable Seller hereunder on the date such Purchase Price Credit arises, then the applicable Seller shall pay the remaining amount of such Purchase Price Credit in cash on the next succeeding Business Day. Upon the payment of any Purchase Price Credit relating to returned or repossessed goods, all right, title and interest in and to such goods shall be re-vested in the applicable Seller and Buyer shall have no further interest therein.