Examples of SCT Note in a sentence
Subject to the adjustments set forth in this Section 2.3, the consideration to be paid by Purchaser to the Sellers for the Shares and the Purchased Assets is Thirty Nine Million Dollars ($39,000,000) ($29,000,000 of which is payable in cash by wire transfer of immediately available funds and $10,000,000 of which is payable pursuant to the SCT Note) (collectively, the "Purchase Price").
At the Closing, each of the following shall be delivered: (a) the Sellers shall deliver to Purchaser the items set forth in Section 6; and (b) Purchaser shall deliver to the Sellers (i) by wire transfer of immediately available funds to an account or accounts designated by SCT and by delivery of the SCT Note, an amount equal to the Purchase Price, as adjusted pursuant to Section 2.3(b) and (ii) the other items set forth in Section 7.
NMC agrees that within thirty (30) days from the execution and delivery of this Agreement by all parties hereto, it will deliver to Elysio all documents related to the SCT Technology, the Collateral, and the SCT Note it holds or receives from SCT and Elysio, within thirty (30) days of its receipt of the same, agrees that it will transfer and deliver to NMC the Loan Documents previously executed and delivered by NMC to Elysio.
In consideration of NMC's assignment of all of its right, title, and interest to the SCT Technology, the Collateral, and the SCT Note together with other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Elysio hereby accepts the SCT Technology, the Collateral and the SCT Note as payment of Six Hundred Thousand Dollars ($600,000) of the Loaned Funds previously received by NMC from Elysio.
Borrowers shall cause to be delivered to Bank a true and complete copy of the SCT Note promptly after the closing of the Sale.
SCT hereby consents to the transfer and assignment of the SCT Technology, the Collateral, and the SCT Note from NMC to Elysio and hereby agrees to render all further performance of its obligations as recited in the SCT Note to Elysio and as directed by Elysio.
This Promissory Note (this "Note") is the "SCT Note" referred to in that certain Purchase Agreement (the "Purchase Agreement") dated the date hereof, by and among the Maker, the Lender, Systems and Computer Technology Corporation, a Delaware corporation ("SCT"), and various subsidiaries of SCT.
EXHIBIT B UNDERSTANDINGS, COLLATERAL, AND SCT NOTE Attached hereto is an executed copy of the Understandings, the Collateral, and the SCT Note between NMC and SCT.