Purchase Price; Payment of Purchase Price. In addition to the Assumed Liabilities described below, the aggregate consideration for the Purchased Assets (the “Purchase Price”) shall be the amount equal to $1,350,000. The Purchase Price shall be subject to adjustment as set forth in Section 1.7 below.
Purchase Price; Payment of Purchase Price. Subject to the conditions contained in this Agreement, and in consideration of the sale of the Acquired Assets as set forth herein, Buyer agrees to pay the Purchase Price to Sellers, at Closing, in an amount equal to One-Hundred Fifteen Million dollars ($115,000,000.00) (the “Base Purchase Price”), as adjusted by the Closing Date Working Capital Adjustment pursuant to Section 1.6 below (the “Purchase Price”). The Base Purchase Price will be payable as follows: (a) One Hundred Five Million Dollars ($105,000,000) in cash (the “Cash Portion”) and (b) the balance by GateHouse Media issuing a promissory note (the “Note”) in favor of Sellers (or their designee) in the principal amount of Ten Million Dollars ($10,000,000). The Note shall have a one year term; accrue interest on the unpaid balance at the rate of eight percent (8%) per annum (which interest shall be payable quarterly); and may be prepaid at any time without penalty. The Note will also provide that except pursuant to corporate credit facilities, finance leases and purchase money security interests, GateHouse Media will not grant any third party a position senior to that of Buyer as the Note holder. The form of the Note, which shall be in accordance with the above, unless agreed otherwise, will be agreed upon by Sellers and Buyer prior to the Closing Date.
Purchase Price; Payment of Purchase Price. The per share purchase price of the Shares shall be $2.125, the closing bid price of the Common Stock on July 30, 1997, as reported on the National Association of Securities Dealers Automated Quotation System ( NASDAQ")). In consideration for the Shares, Gorlin will tender to the Company Four Hundred Twenty-Five Thousand Dollars ($425,000.00) in the manner described in Section 1.3 below.
Purchase Price; Payment of Purchase Price. (a) Subject to the terms and conditions of this Article III, as aggregate consideration for the Purchased Assets, Purchaser will assume the Assumed Liabilities and pay an amount in cash equal to the amount calculated in accordance with Schedule 3.1(a), as determined as of the Closing Date (the “Purchase Price”).
Purchase Price; Payment of Purchase Price. 1.5 Manner of Payment 1.6 Adjustments
Purchase Price; Payment of Purchase Price. (a) The purchase price payable to the Seller by the Purchaser as consideration for the sale, conveyance, transfer and assignment of the Purchased Shares will consist of an amount in cash equal to One Hundred Million Euros ((euro) 100,000,000.00) (the "Purchase Price").
Purchase Price; Payment of Purchase Price. The purchase price payable by Gold to Producer for the Distiller’s Grains which are purchased by Gold pursuant to this Agreement is as follows:
Purchase Price; Payment of Purchase Price. The “Purchase Price” means [ ]. Purchaser will pay to Seller the Purchase Price at the times, in the amounts and otherwise subject to the conditions and requirements in the Build Transfer Agreement. [Note: Bidder to propose timing and structure of payments, including payment milestones. See related note with respect to performance security below.]
Purchase Price; Payment of Purchase Price. The "Purchase Price" is Four Hundred Fifty Thousand Two Hundred Seventy Brazilian Reais and 66/100 cents (R$ 450,270.66). (5) Aricle II, Section II.03.
Purchase Price; Payment of Purchase Price. The purchase price for the Purchased Assets shall be the sum of (i) Thirteen Million Four Hundred Forty Thousand Dollars ($13,440,000) and (ii) the Fair Market Value of Tangible Assets (provided, however, that no Fair Market Value shall be attributed to equipment pledged as collateral for the Merrxxx Xxxt). The Purchaser shall pay or satisfy the Purchase Price at Closing in the following manner: (i) Eight Million Sixty-four Thousand Dollars ($8,064,000) plus the Fair Market Value of Tangible Assets in readily available United States funds, to which the Purchaser's Deposit and earnings thereon shall be credited; (ii) Four Million Thirty-two Thousand Dollars ($4,032,000) by delivery of three separate Response Notes, each in the principal amount of $1,344,000.00; and (iii) the balance by delivery of 105,552 shares of Response Stock, which will be evidenced by three (3) separate certificates representing 35,184 shares each. In the event that the average closing price of the Response Stock on the Nasdaq Stock Market for the ten (10) trading days immediately preceeding the Closing shall be less than $12.733, then the number of shares issuable hereunder shall be increased to that number required, at such average closing price, to yield an aggregate $1,344,000 of value to the Seller.
