Payments to Parent. Any amounts payable to Parent pursuant to this Article VI shall be satisfied from the Company Indemnitors, jointly and severally.
Payments to Parent. Any amounts payable to Parent, the Surviving Entity or other Parent Indemnitee pursuant to this Article VI shall be satisfied: (i) from the Indemnification Escrow Fund; and (ii) to the extent such amounts exceed the amount available in the Indemnification Escrow Fund, from the Stockholders severally and not jointly (in accordance with their Pro Rata Shares).
Payments to Parent. 6.12.6.1 Within fourteen (14) Calendar Days of the Authority’s determination pursuant to Clause 6.2 (Determination of Funding Limits and Compliance with Funding Limits) and the final determination of the Final Incentive Fee undertaken pursuant to Paragraph 3.4 (Calculation of Final Incentive Fee) of Part 4 of the Finance Schedule (Payment of Final Incentive Fee), taking account of the Annual Reconciliation Reports, the Authority will calculate the Year End Sum which shall be an amount equal to the Final Incentive Fee minus:
Payments to Parent. Upon the occurrence and continuation of an Event of Default, the Company shall not make any payment on any indebtedness owed by it to Parent or any Affiliate of Parent.
Payments to Parent. Any amounts payable to Parent pursuant to this Article VI shall be satisfied: (i) first, from the Escrow Fund; and (ii) second, to the extent such amounts exceed the amount available to Parent in the Escrow Fund, from the shares of Parent Common Stock held by the FSH Members, severally and not jointly (in accordance with their Pro Rata Shares).
Payments to Parent. Any amounts payable to Parent pursuant to this Article VII shall be paid by the Indemnifying Stockholders, severally and not jointly (in accordance with their Indemnifying Pro Rata Shares).
Payments to Parent. Any amounts payable to Parent pursuant to this Article VII shall be paid by the Stockholders, jointly.
Payments to Parent. Any amounts payable to Parent pursuant to this ARTICLE VII shall be satisfied from the Stockholders, severally and not jointly (in accordance with their Pro Rata Shares), unless Parent determines, in its discretion, to offset such amounts against the Earn-Out Consideration.
Payments to Parent. If the Net Adjustment Amount is negative (in which case the “Net Adjustment Amount” for purposes of this Section 2.05(c) shall be deemed to be equal to the absolute value of such amount), the Representative and Parent shall, within five (5) Business Days after determination of the Net Adjustment Amount pursuant to Section 2.05(b), instruct the Escrow Agent to (i) pay to Parent, by wire transfer of immediately available funds from the Adjustment Escrow Account to a bank account designated in writing by Parent, the Net Adjustment Amount, and (ii) release to the Representative, for payment to the Company Stockholders, the balance remaining (if any) of the Adjustment Escrow Account (after any payment made to Parent from the Adjustment Escrow Account pursuant to clause (i) foregoing), including any earnings thereon. Notwithstanding anything herein to the contrary, in no event shall the Representative or any Company Stockholder be required to make any payments in respect of any adjustments pursuant to this Section 2.05 in excess of the then-remaining balance of the Adjustment Escrow Account, including any earnings thereon, or from any source of funds other than the Adjustment Escrow Account. If the Representative does not provide the instruction to the Escrow Agent when it is required to pursuant to this Section 2.05(c), then Parent alone may provide such instruction to the Escrow Agent in accordance with the terms and conditions of the Escrow Agreement.
Payments to Parent. Any amounts payable to Parent pursuant to this Article VII shall be satisfied: (i) from the Indemnification Escrow Fund; and (ii) to the extent such amounts exceed the amount available to Parent in the Indemnification Escrow Fund, from the Members, severally and not jointly (in accordance with their Pro Rata Percentages).
