Payment of the Cash Consideration Sample Clauses

Payment of the Cash Consideration. The Partnership shall pay the Fund A Cash Consideration to Fund A and the Fund D Cash Consideration to Fund D.
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Payment of the Cash Consideration. (i) Upon the Effective Time, payment of the Cash Consideration will be made via mailing of cheques to each Cash Qualifying Scheme Shareholder as soon as possible but in any event within seven (7) Business Days following the Effective Time. Alignvest and Sagicor agree and acknowledge that in the event that the aggregate elected amount of Cash Consideration elected by Cash Qualifying Scheme Shareholders is, together with any amount payable under Section 2.12(b)(ii) below, and any amounts payable by Alignvest under Section 7.03(e)(iv) and Section 7.03(e)(v) below, greater than US$205 million (or such other amount as the Parties mutually agree, with a potential floor as the Parties may mutually agree), then the Specified Number shall be adjusted by multiplying, with respect to each Cash Qualifying Scheme Shareholder, the number of Scheme Shares for which such Cash Qualifying Scheme Shareholder validly elected to receive Cash Consideration, by a ratio (i) the numerator of which is US$205 million (or such other amount as the Parties mutually agree, with a potential floor as the Parties may mutually agree) minus any amount payable under Section 2.12(b)(ii) below and any amounts payable by Alignvest under Section 7.03(e)(iv) and Section 7.03(e)(v) below, and (ii) the denominator of which is the aggregate elected amount of Cash Consideration elected by Cash Qualifying Scheme Shareholders, with the result rounded down to the nearest whole number of shares, such that the total cash payable to Cash Qualifying Scheme Shareholders plus any amount payable under Section 2.12(b)(ii) below and any amounts payable by Alignvest under Section 7.03(e)(iv) and Section 7.03(e)(v) below is approximately US$205 million (or such other amount as the Parties mutually agree, with a potential floor as the Parties may mutually agree).
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Payment of the Cash Consideration. The Purchaser will pay the Seller the Cash Consideration Amount by means of a bank (IBAN) transfer to the Seller’s Account.
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Payment of the Cash Consideration delivery of the certificates for the Consideration Shares and performance of its obligations under the Registration Rights Agreement shall constitute a good discharge for the Purchaser of its obligations under Clause 3. CLAUSE 8.6 Options over its Snydxx Xxxres to be granted by the EBT will continue to be governed by the terms of the existing Bounty Share Scheme, as amended.
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Payment of the Cash Consideration. The Cash Consideration is to be paid at Completion by Emperor to DRD(Offshore) in Immediately Available Funds. Conduct before Completion
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Payment of the Cash Consideration. At Closing, Purchasers shall pay Sellers cash in an amount equal to $26,400,000.00, plus (a) the Estimated Closing Adjustment (as defined in Section 1.8(a) below) plus (b) any amounts expended by Sellers prior to the Closing in furtherance of the Facilitating Transfer as set forth in more detail on Schedule 1.7(b) hereto, by wire transfer of immediately available funds to an account or accounts designated by Sellers in writing.
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Payment of the Cash Consideration. The Cash Consideration shall be due and payable (zur Zahlung fällig) by the Purchaser at the Closing and shall be payable by irrevocable wire transfer free of taxes, costs and charges in immediately available funds (mit gleichtägiger Gutschrift) to the account of the Sellers as set out in Exhibit 3.2.1 or any other account to be designated by them in writing not less than five (5) Business Days prior to the expected Closing (the “Sellers Account”). For the avoidance of doubt, all Parties agree that such payments into the Sellers Account have fulfilling effect (schuldbefreiende Wirkung), with view to any payments to the Sellers under this Agreement, including the Cash Consideration, for the benefit of the Purchaser vis-à-vis all Sellers.
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Payment of the Cash Consideration. (a) Purchaser shall pay Sellers the Initial Payment and the Second Payment in accordance with Article 2.2.
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Related to Payment of the Cash Consideration

  • Cash Consideration In case of the issuance or sale of additional Shares for cash, the consideration received by the Company therefor shall be deemed to be the amount of cash received by the Company for such Shares (or, if such Shares are offered by the Company for subscription, the subscription price, or, if such Shares are sold to underwriters or dealers for public offering without a subscription offering, the public offering price), without deducting therefrom any compensation or discount paid or allowed to underwriters or dealers or others performing similar services or for any expenses incurred in connection therewith.

  • Non-Cash Consideration In the case of the offering of securities for a consideration in whole or in part other than cash, including securities acquired in exchange therefor (other than securities by their terms so exchangeable), the consideration other than cash shall be deemed to be the fair value thereof as determined by the Board of Directors; provided, however, that such fair value as determined by the Board of Directors shall not exceed the aggregate market price of the securities being offered as of the date the Board of Directors authorizes the offering of such securities.

  • Cash Payment The Employee shall make cash payments by wire transfer, certified or bank check or personal check, in each case payable to the order of the Company; the Company shall not be required to deliver certificates for Option Shares until the Company has confirmed the receipt of good and available funds in payment of the purchase price thereof.

  • Earn-Out Consideration (a) If the earnings before taxes (the "EBT") of the Company for the twelve months ending December 31, 1998, increased by amounts in respect of those items set forth on Schedule 2.5 that affected net income during the period from January 1, 1998 through the Closing Date and decreased by the amount of UniCapital corporate overhead allocated to the Company for the period from the Closing Date through December 31, 1998 (the "Adjusted 1998 EBT"), exceeds the EBT of the Company for the twelve months ending December 31, 1997, inclusive of the add-backs set forth on Schedule 2.5 (the "Adjusted 1997 EBT"), then the Stockholders shall be entitled to receive one-half of the difference between the Adjusted 1998 EBT and the Adjusted 1997 EBT.

  • Acquisition Consideration As consideration for the sale of the Company Membership Interests of the Sellers to Buyer, Buyer shall immediately issue and deliver to Sellers that number of shares (rounded upward to the nearest whole share) of Buyer’s voting common stock, par value $0.001 per share (the “Buyer Common Stock”) as set forth in Schedule 2.02. The issuance and delivery of the Acquisition Shares is intended to be exempt from the registration requirements of the Securities Act pursuant to 4(2) thereof and Rule 506 of Regulation D promulgated thereunder; and exempt from the registration or qualification requirements of any applicable state securities laws. As a result, the Acquisition Shares may not be offered, sold, or transferred by the holder thereof until either a registration statement under the Securities Act or applicable state securities laws shall have become effective with regard thereto, or an exemption under the Securities Act and applicable state securities laws is available with respect to any proposed offer, sale or transfer.

  • Closing Consideration The closing consideration shall be delivered at the Closing as follows:

  • Transaction Consideration The Transaction Consideration;

  • Merger Consideration Each share of the common stock, par value $0.01 per share, of the Company (a “Share” or, collectively, the “Shares”) issued and outstanding immediately prior to the Effective Time other than (i) Shares owned by Parent, Merger Sub or any other direct or indirect wholly-owned Subsidiary of Parent and Shares owned by the Company or any direct or indirect wholly-owned Subsidiary of the Company, and in each case not held on behalf of third parties (but not including Shares held by the Company in any “rabbi trust” or similar arrangement in respect of any compensation plan or arrangement) and (ii) Shares that are owned by stockholders (“Dissenting Stockholders”) who have perfected and not withdrawn a demand for appraisal rights pursuant to Section 262 of the DGCL (each Share referred to in clause (i) or clause (ii) being an “Excluded Share” and collectively, “Excluded Shares”) shall be converted into the right to receive $27.25 per Share in cash, without interest (the “Per Share Merger Consideration”). At the Effective Time, all of the Shares shall cease to be outstanding, shall be cancelled and shall cease to exist, and each certificate (a “Certificate”) formerly representing any of the Shares (other than Excluded Shares) and each non-certificated Share represented by book-entry (a “Book Entry Share”) (other than Excluded Shares) shall thereafter represent only the right to receive the Per Share Merger Consideration, without interest, and each Certificate formerly representing Shares or Book Entry Shares owned by Dissenting Stockholders shall thereafter only represent the right to receive the payment to which reference is made in Section 4.2(f).

  • Stock Consideration 3 subsidiary...................................................................53

  • Payment of Consideration The Consideration shall be paid to the Contributor in the following manner:

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