Purchase Price and Payment Sample Clauses
The 'Purchase Price and Payment' clause defines the total amount to be paid for goods or services and outlines the terms and methods of payment. It typically specifies the purchase price, payment schedule, acceptable forms of payment, and any conditions for deposits or installments. This clause ensures both parties are clear on financial obligations and timelines, reducing the risk of disputes over payment and providing a framework for enforcing payment terms.
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Purchase Price and Payment. A. The purchase price is based on a per-acre easement compensation value of the Property multiplied by the number of acres. The Parties agree to adjust the purchase price to conform to the final acreage as determined by a survey procured by NRCS, or unless otherwise mutually agreed to by the Parties. Any adjustment of purchase price or acreage will be incorporated in the Warranty Easement Deed, and by its execution, at closing, shall constitute the Parties’ agreement to the adjustment.
B. Before the payment is issued, NRCS must determine that all Landowners meet the AGI limitations set forth in 7 CFR Part 1400. Landowners that are legal entities or general partnerships that meet the AGI limitations may have individual members of that legal entity or general partnership that do not meet the AGI limitations. While the deed document will reflect the purchase price as calculated and adjusted under paragraph A above, the amount actually paid at closing will be reduced by an amount commensurate with the percent ownership of any AGI-ineligible member of an otherwise AGI-eligible legal entity or general partnership.
C. NRCS will make a single payment unless Landowner identifies in this paragraph the number of annual installment payments requested. Landowner requests annual installment payments (not more than 10) and acknowledges that after the first installment payment, subsequent installment payments will be made after October 1 of each calendar year following the first installment payment. Landowners electing installment payments where the total easement purchase price is more than $500,000 may elect a minimum of 5 and a maximum of 10 installment payments. Payment will be made by the United States using electronic fund transfers (EFTs).
Purchase Price and Payment. 4.1 The Purchase Price for the Property shall be paid as follows -
4.1.1 the deposit shall be paid into the Trust Account no later than 3 (three) Business Days after the Signature Date; and
4.1.2 the balance of the Purchase Price shall be paid against Transfer, provided that the balance shall be secured by a bank guarantee made payable to the Trust Account on Transfer, which bank guarantee must be provided to the Conveyancer within 10 (ten) Business Days from being called upon to do so by the Conveyancer, provided that the Condition Precedent, if applicable, has been fulfilled or waived, as the case may be.
4.2 The Purchaser shall be released from its obligation to provide the bank guarantee referred to in clause 4.1.2 above by making payment of the balance of the Purchase Price into the Trust Account.
4.3 The Conveyancer is hereby irrevocably authorised and required to invest any cash amount received from the Purchaser in terms of this Agreement in an investment account as contemplated in Section 86(4) of the Legal Practice Act, with the interest accruing for the benefit of the Purchaser until Transfer whereupon the Conveyancer shall pay the balance of the Purchase Price to the Seller.
4.4 In the event that the Purchaser fails to make payment of the deposit in accordance with clause 4.1.1 above within 4 (four) months of the Signature Date, then without prejudice to any other rights that the Seller may have, the Purchase Price shall be increased by 12% (twelve percent) per annum, calculated daily and compounded monthly in arrears, from the expiry of the aforesaid 4 (four) month period until such time as the Purchaser has complied with his aforesaid obligations.
Purchase Price and Payment. The total Purchase Price for the Property is the amount of the successful bid for the Cabin/Home Site at public auction plus the Maximum Value of the Personal Property.
Purchase Price and Payment. (a) The purchase price for the Station Assets shall be Four Million Dollars ($4,000,000) (as adjusted pursuant to the purchase price adjustments set forth herein, the “Purchase Price”) to be paid at Closing via a wire transfer of immediately available funds, to an account designated in writing by the Seller to Buyer. Buyer, and affiliates of the Seller, are also entering into contemporaneous agreements for the assignment of additional stations (including Licenses and relevant Station Assets), attached on Schedule 2(a) hereto (the “Additional Stations”), at the prices set forth therein and Buyer is paying to Seller Five Million Dollars ($5,000,000) as described in Schedule 2(a). The Parties agree that only in the event there is a simultaneous Closing on the Stations and Additional Stations, the combined purchase price shall be in an amount not to exceed Seventeen Million Five Hundred Thousand Dollars ($17,500,000), subject to the payment provisions set forth on Schedule 2(a). Otherwise, the Purchase Price set forth in this Section 2(a) and the allocated values set forth on Schedule 2(a) shall apply.
(b) Except for Seller’s contractual relationship with Xxxxxxx Communications, Inc., for which it shall be solely responsible, Seller and Buyer each represent and warrant to the other that neither Buyer nor Seller has engaged any other broker, finder or agent in connection with the transactions contemplated by this Agreement.
(c) If, within the first 12 month period following Closing, Buyer enters into an agreement to directly or indirectly sell, transfer, assign or otherwise dispose of (any of the foregoing, a “Transfer”) all or any portion of the capital stock or assets of the Stations, collectively or individually, to an unaffiliated third party, fifty percent (50%) of the net proceeds of the purchase price from that transaction that are of an amount greater than the Purchase Price (determined, in the case of a sale of certain of the Station Assets set forth on Schedule 2(a), on a proportionate basis; provided, that in the event the Purchase Price paid by Buyer was reduced as contemplated by Section 2(a), the Purchase Price for purposes of this Section 2(c) shall also be determined based on such reduced amount) shall be paid to Seller within three (3) business days after closing on such future transfer.
(d) If, within the second 12 month period following Closing, Buyer enters into an agreement to directly or indirectly sell, transfer, assign or otherwise dispo...
Purchase Price and Payment. 3.1 The purchase price of the property is the amount referred to as such in paragraph 4 of Part A.
3.2 The purchase price shall be payable by the Purchaser to the Seller in cash against registration of transfer of the property into the name of the Purchaser : Provided that the deposit shall be payable as set out in paragraph 4 of Part A.
3.3 For purposes of clause 3.2 –
3.3.1 the Purchaser shall within 10 (ten) days of being called upon to do so provide the transferring attorneys with a bank guarantee acceptable to them for payment of the balance of the purchase price (taking into account the deposit paid in terms of paragraph 4 of Part A) against registration of transfer of the property into the name of the Purchaser, which guarantee may be called for when the suspensive conditions referred to in clauses 2.1.1 and 2.1.2 have been fulfilled;
3.3.2 the transferring attorneys are hereby authorised to release the deposit to the Seller against registration of transfer.
3.4 Subject to any other provisions of this agreement, all amounts payable by the Purchaser to the Seller in terms of and arising from this agreement shall be made unconditionally and without deduction or set-off into the trust account of the transferring attorneys referred to in paragraph 10 of Part A.
3.5 The Purchaser may, instead of furnishing the guarantee referred to in clause 3.3.1, deposit into the trust account of the transferring attorneys the purchase price, which amount shall be released to the Seller against registration of transfer of the property into the name of the Purchaser.
3.6 Should the Purchaser deposit any portion of the purchase price into the trust account of the transferring attorneys as contemplated in clause 3.5 –
3.6.1 the Purchaser hereby authorizes the transferring attorneys to invest the sum so deposited in an interest-bearing account with any of Standard Bank of South Africa Limited, Absa Bank Limited, First National Bank or Investec Bank Limited in terms of section 86(4) of the Legal Practice Act, No 28 of 2014;
3.6.2 the interest accruing on the investment concerned until the transfer date shall be payable to the Purchaser immediately after the transfer date.
Purchase Price and Payment. 13.1 Diaxonhit shall pay the then applicable Purchase Price (as listed in Schedule 2, Part A) for all Products delivered to Diaxonhit during each Sales Year for use for commercial sale in accordance with Section 13.4.
13.2 No later than the 20th Working Day of each Quarter, Diaxonhit shall provide XDx with a quarterly report showing the Net Sales and Royalty due for the preceding Quarter (a “Royalty Report”). Such Royalty Reports shall contain Net Sales and Test quantities in the Territory, on a country-by-country basis, as well as the number of AlloMap plates purchased, used and average Tests per AlloMap plate, together with any and all currency conversion calculations used by Diaxonhit. XDx shall invoice Diaxonhit for the Royalty due. Provided that Diaxonhit receives XDx’s invoice by the end of the 15th Working Day of a calendar month then Diaxonhit shall pay that invoice by the end of that calendar month: if the invoice is received after the end of the 15th Working Day of a calendar month then Diaxonhit shall pay that invoice by the end of the following calendar month.
13.3 Diaxonhit shall keep, and shall cause its Affiliates and Sales Agents to keep, true, accurate and complete records pertaining to the performance of obligations under this Agreement, including gross sales of the Product (both in the aggregate and on a per Unit basis) and all other information necessary to determine the Net Sales Price, in sufficient detail to calculate all fees and the Royalty payable pursuant to this Agreement and to prepare all reports required hereunder.
13.4 Promptly after delivery thereof, XDx shall invoice Diaxonhit for the Purchase Price of each shipment of Product ordered by and delivered to Diaxonhit. Diaxonhit shall pay in full each such invoice within thirty (30) days of the end of the month in which it receives that invoice. If such payment is not made on the date due, then Diaxonhit shall pay interest to XDx calculated in accordance with the provisions of clause 27.9.
13.5 All payments made under this Agreement are calculated without regard to value added tax or any other Indirect Tax. If any such payment (together with any other Indirect Tax as applicable) constitutes for value added tax purposes the whole or any part of the consideration for a taxable or deemed taxable supply made by any Party (the supplier) the amount of that payment shall be increased by an amount equal to the amount of value added tax which is chargeable in respect of the taxable or ...
Purchase Price and Payment. The aggregate purchase price to be paid by the Purchaser to the Sellers for the Purchased Assets (the "Purchase Price") shall be $52,000,000, which amount is subject to adjustment pursuant to Section 1.5 and shall be payable as follows:
(a) $41,800,000 at Closing, by wire transfer of immediately available funds to an account or accounts to be provided by the Sellers prior to Closing;
(b) $3,000,000 at Closing, by wire transfer of immediately available funds to the Escrow Agent, to be distributed to the Sellers and/or the Purchaser pursuant to the terms of an escrow agreement to be entered into at Closing between the Purchaser, the Sellers and the Escrow Agent named therein, which agreement shall be in substantially the form attached hereto as Exhibit A or as otherwise modified hereafter, with the consent of the Sellers and the Purchaser (such consent not to be unreasonably withheld or delayed by either party), to meet the requirements of the Escrow Agent who shall be designated by the Purchaser and shall be a reputable banking institution located in the United States (the "Escrow Agreement"), and which such funds (and all interest thereon) are being placed in escrow in order to provide (i) a partial source of funds for Sellers' indemnification obligations hereunder, and (ii) at the Purchaser's option, a source of funds to pay the Purchaser in the event a negative adjustment is made to the Purchase Price in accordance with Section 1.5 to the extent such adjustment exceeds the Holdback Amount (as defined in Section 1.3(c)).
(c) $7,200,000 (the "Holdback Amount") payable in accordance with the terms of Section 1.5.
Purchase Price and Payment. Unless otherwise agreed in writing between the selling Investor Member and the Company, the price of Class A Investor Shares purchased and sold pursuant to this section 8.6 shall be ninety percent (90%) of the value of such Class A Investor Shares as determined by the Company in its reasonable discretion. The purchase price shall be paid by wire transfer or other immediately-available funds at closing, which shall be held within sixty (60) days following written notice from the Manager.
Purchase Price and Payment. Buyer will pay SolarEdge the price for Products specified in the Quotation (the “Purchase Price”) in accordance with the payment terms specified in the Quotation. Unless otherwise agreed in writing by XxxxxXxxx and Buyer, (i) all invoices issued by SolarEdge for Products purchased are due within thirty (30) days of delivery of Products; and (ii) all payments hereunder shall be made to SolarEdge in the currency denominated in the Quotation by wire transfer to the account or specified on the invoice.
Purchase Price and Payment. 3.1 The Purchaser shall pay the Seller’s Conveyancer the deposit (10% of the Purchase Price) for the Property within 7 (seven) days of signature of this Agreement by the Purchaser, which deposit shall be held in trust by the Seller’s attorneys and invested in an interest bearing account in accordance with the provisions of Section 26 of the Alienation of Land Act No 68 of 1981 (as amended) with interest to accrue to the Purchaser. The provisions of this clause 3.1 shall constitute authority to the Seller’s Conveyancer, in terms of Section 86(4) of the Legal Practice Act, 2014(Act No. 28 of 2014), to invest the deposit for the benefit of Purchaser pending registration of transfer.
3.2 The Seller will not be bound to the Purchaser in terms of this Agreement until such time as the deposit has been paid to the Sellers Conveyancer’s trust account referred to in clause 3.1 above.
3.3 Within 21 (twenty one) days after signature of this Agreement, the Purchaser shall furnish the Seller or the Seller’s Conveyancer, with an irrevocable guarantee issued by a registered commercial bank for the due payment of the balance of the purchase price of the Property, or in the event of the Purchaser requiring a mortgage bond for purposes of purchasing the Property, within 21 (twenty one) days after signature of this Agreement confirmation of securing a mortgage bond. Should the Purchaser fail to comply with this clause 3.3, the contract will be deemed null and void. The Seller may however extend in his sole discretion as per clause 3.10.7 the period to secure the mortgage bond financing before the lapsing of the 21 days in terms of this clause 3.3.
3.4 Or alternatively to the delivery of the guarantee referred to in clause 3.3 above, the Purchaser shall within the same time periods as provided for in the aforesaid clause, pay into the trust account of the Seller’s Conveyancer, the balance of the purchase price of the Property, to be held by such attorneys in an interest bearing trust account, interest to accrue for the benefit of the Purchaser until the date upon which payment of the relevant amount falls due to the Seller. The Purchaser hereby irrevocably authorises the attorneys to release from the funds so received, the payments due to the Seller in terms of the provisions of this Agreement.
3.5 All amounts payable by the Purchaser in terms of this Agreement shall be paid to the Seller’s Conveyancer free of bank charges or commission at Cape Town and without deduction or se...