Payments Contract Clauses (8,435)

Payments. (a) Fees. As payment for the Fees Advertiser (excluding Additional Fees) User will issue the Company such number of shares of Common Stock equal to the aggregate amount of Fees divided by the Purchase Price ("Shares"). The number of Shares are subject to adjustment as provided for in Section 4(d) below. (b) Additional Fees. The Additional Fees, if any, will be billed to your credit card on file during that Term. (c) Taxes. Advertiser User is responsible for all sales, use, and excise taxes, and... any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental or regulatory authority on any amounts payable by or to Advertiser User hereunder, other than any taxes imposed on Company's income. 2 (c) 4 (d) Share Adjustment. For so long as the Company owns any Shares, if Advertiser User or any subsidiary thereof, as applicable, shall, except with respect to an Exempt Issuance, sell or grant any option to purchase, or sell or grant any right to reprice, or otherwise dispose of or issue (or announce any offer, sale, grant or any option to purchase or other disposition) any Common Stock or Common Stock Equivalents, at an effective price per share less than the Purchase Price then in effect (such lower price, the "Base Share Price" and such issuances collectively, a "Dilutive Issuance") (it being understood and agreed that if the holder of the Common Stock or Common Stock Equivalents so issued shall at any time, whether by operation of purchase price adjustments, reset provisions, floating conversion, exercise or exchange prices or otherwise, or due to warrants, options or rights per share which are issued in connection with such issuance, be entitled to receive shares of Common Stock at an effective price per share that is less than the Purchase Price, such issuance shall be deemed to have occurred for less than the Purchase Price on such date of the Dilutive Issuance at such effective price), then simultaneously with the consummation (or, if earlier, the announcement) of each Dilutive Issuance the Purchase Price shall be reduced and only reduced to equal the Base Share Price and the Advertiser User will issue the Company such additional Shares calculated as follows: (X * (Y/Z)) – X Where X shall mean the Shares held immediately before the Dilutive Event; Where Y shall mean the Purchase Price; and Where Z shall mean the Base Share Price. View More

Payments. (a) Interest. Accrued interest on this Note shall be payable quarterly, in arrears, on each Interest Payment Date. (b) Voluntary Prepayment. Upon five business days' prior written notice to Investor, the Company may prepay this Note in whole or in part, provided that any such prepayment will be applied first to the payment of accrued but unpaid interest on this Note and second, if the amount of prepayment exceeds the amount of all such interest, to the payment of outstanding principal of this... Note. (c) Mandatory Prepayment. In the event of a Specified Transaction, and only upon the written request of the Investor (in the Investor's sole discretion), the outstanding principal amount of this Note, plus all accrued and unpaid interest hereon, shall be due and payable upon the consummation of such Specified Transaction. View More

Payments. 3.1 Equity Payments. As partial consideration for the License and other acts of Licensor required hereunder, Licensee shall issue to Licensor Milestone Payments through the issue of its unregistered securities as set forth below in Section 3.2. -4- 3.2 Milestone Payments. Licensee shall pay to Licensor, within ten (10) days after achievement of the corresponding milestone, each of the following one-time, non-refundable one-time milestone equity payments by the issuance of the following amount number of Licensee's securities: securities equal to 20,000,000 shares of Licensees common stock. -4- Milestone Event Milestone Payment 1. Execution of this agreement 12.5 million Agreement 7,000,000 shares 2. Submission of Licensees common stock 2. Successful an Investigational New Drug Application ("IND") to FDA; "Successful" means the FDA acceptance for 6,500,000 shares 3. Successful completion of the Parties first rabies clinical trial conducted under the IND referred to proceed to human testing 17.5 million directly above. 6,500,000 shares of Licensees common stock 3.3 Profit Sharing from Sale of Licensed Products. On a Licensed Product-by-Licensed Product and country-by-country basis, all Net Profits from the sale of any Licensed Product shall be payable 50% to Licensor and 50% to Licensee, with only one exception. In the event that the agreed upon budget is funded in full by CUBT CTYX and more funding is required, and CUBT or MABT CTYX provides that funding, CUBT or MABT CTYX shall be entitled to a distribution of Net Profits equal to a simple interest annual return of 5% on that excess funding, in addition to the return of the amount of the excess funding, prior to the 50/50 distribution anticipated by this provision. 3.4 Reports and Accounting. (a) Reports and Payments. Licensee and Licensor shall provide to the other Party, within thirty (30) days after the end of each calendar quarter, reasonably detailed written accountings of Net Profit of the Licensed Products for such calendar quarter. Such quarterly reports shall indicate (i) gross sales and Net Profit on a Licensed Product-by-Licensed Product and country-by-country basis, and (ii) the calculation of Net Profit. When either Party delivers such accounting to the other Party such report, the reporting Party shall also deliver all amounts due under Section 3.3 to the other Party for the calendar quarter. (b) Audits by the Parties. Each Party shall keep, and shall require its Affiliates and Sublicensees to keep, records of the latest three (3) years relating to gross sales, Net Profit, and all information relevant under Section 3.3. For the sole purpose of verifying amounts payable to the other Party, each Party shall have the right no more than once each calendar year, at the reviewing Party's expense, to review, together with its accountants, such records in the location(s) where such records are maintained by the other Party and its Affiliates and Sublicensees upon reasonable notice and during regular business hours. Results of such review shall be made available to the reviewed Party. If the review reflects an underpayment to the other Party, such underpayment shall be promptly remitted to other Party together with 5% interest. 3.5 Taxes. (a) Any amounts to be paid hereunder are stated before value added tax, goods and services tax, sales, export or import duties or any similar tax or duties, which will be paid by Licensee at the rate and in the manner from time to time prescribed by applicable law. -5- (b) Each Party shall be solely responsible for any tax imposed on or measured by the net or gross income of such Party or its Affiliates. -5- 4. Regulatory Approvals. Licensor shall be solely responsible for obtaining and maintaining any and all Regulatory Approvals necessary for the development, manufacture, use, offer for sale, sale or importation of Licensed Products by or on behalf of Licensee or its Affiliates. Licensor at all times shall comply with all laws, regulations and ordinances, whether federal, state, provincial, county, municipal, or otherwise, with respect to its and its Affiliates activities with respect to Licensed Products. Licensor will not be responsible for obtaining and maintaining any and all Regulatory Approvals necessary for the development, manufacture, use, offer for sale, sale or importation of Licensed Products by or on behalf of any of Licensee's Sublicensees or their Affiliates. View More

Payments. All payments on account of principal and interest shall be made in lawful money of the United States of America at the principal office of the Holder, Lender, or such other place as the Holder holder hereof may from time to time designate in writing to the Company. Borrower. All payments by the Company Borrower under this note (the "Note") shall be applied first to any fees and expenses due and payable hereunder, then to the accrued interest due and payable hereunder and the remainder, if any,... to the outstanding principal. View More

Payments. The Company, for value received, promises to pay to Edgar Ray Smith, III, or his registered assigns, the principal sum of Fifteen Million Dollars (U.S.) ($15,000,000), plus accrued but unpaid interest on June December 21, 2032 2025 ("Stated Maturity") and to pay interest thereon (i) from and including the original issue date of the Subordinated Note to but excluding June December 21, 2027 2020 or the earlier redemption date contemplated by Section 4(a) of this Subordinated Note, at the rate of... 4.0% per annum, computed on the basis of a 360-day year consisting of twelve 30-day months and payable semi-annually in arrears on January 1 and July 1 of each year (each, a "Fixed Interest Payment Date"), and (ii) from and including June December 21, 2027 2020 to but excluding the Stated Maturity or the earlier redemption date contemplated by Section 4(b) of this Subordinated Note, at the rate per annum, reset quarterly, equal to the Wall Street Journal's Prime Rate determined on the determination date of the applicable Interest Period plus 75 basis points, computed on the basis of a 360-day year and the actual number of days elapsed and payable quarterly in arrears on January 1, April 1, July 1 and October 1 of each year (each, a "Floating Interest Payment Date"). An "Interest Payment Date"). Date" is either a Fixed Interest Payment Date or a Floating Interest Payment Date, as applicable. Any payment of principal of or interest on this Subordinated Note that would otherwise become due and payable on a day which is not a Business Day shall become due and payable on the next succeeding Business Day, with the same force and effect as if made on the date for payment of such principal or interest, and no interest will accrue in respect of such payment for the period after such day. The term "Business Day" means any day that is not a Saturday or Sunday and that is not a day on which banks in the State of Louisiana are generally authorized or required by law or executive order to be closed. View More

Payments. 3.1 Customer will pay a deposit to Boeing in the amount shown in the Attachment for each Option Aircraft (Deposit) upon execution of the Purchase Agreement. If Customer exercises an option, the Deposit will be credited against the first advance payment due. [ * ] 3.2 Following option exercise, advance payments in the amounts and at the dates pursuant to the appropriate advance payment schedule as set forth discussed in the Attachment Purchase Agreement will be payable for the Option Aircraft.... The remainder of the Aircraft Price for the Option Aircraft will be paid at the time of delivery. View More

Payments. 3.1 Maturity Date and Scheduled Amortization. (a) Maturity Date. The aggregate unpaid principal amount of the Loan, all accrued and unpaid interest thereon, and all other amounts payable under this Note shall be due and payable on the Maturity Date, unless otherwise provided in or paid pursuant to Sections 3.1(b), 3.2 or 3.3 or in Section 11. (b) Scheduled Amortization. The Borrower shall repay the outstanding principal amount of the Loan to the Noteholder on the Payment Dates set forth below... (provided, however, that if any such Payment Date is not a Business Day, such installment payment shall be due as set forth in Section 6.3) and in the amounts set forth below opposite such Payment Dates until the Maturity Date, when all remaining outstanding principal plus accrued interest thereon and all fees shall be due and payable in full: Payment Dates Payment Amount August 1, 2022 $3,600,000 $14,400,000 September 1, 2022 $975,000 $3,900,000 October 1, 2022 $975,000 $3,900,000 November 1, 2022 $975,000 $3,900,000 December 1, 2022 $975,000 $3,900,000 8 January 1, 2023 $1,250,000 $5,000,000 February 1, 2023 $1,250,000 $5,000,000 March 1, 2023 $1,250,000 $5,000,000 April 1, 2023 $1,250,000 $5,000,000 May 1, 2023 $1,250,000 $5,000,000 Maturity Date Amounts identified in Section 3.1(a) above 3.2 Optional Prepayments. The Borrower may prepay the outstanding principal amount of the Loan in whole or in part at any time or from time to time by paying to the Noteholder on the date of such prepayment, the principal amount thereof to be prepaid, together with accrued and unpaid interest thereon to the date of such prepayment, but without premium or penalty. Amounts applied to prepay the Loan under this Section 3.2 shall be applied to the scheduled amortization payments set forth in Section 3.1(b) in inverse order of maturity. No prepaid amount may be reborrowed. 3.3 Mandatory Repayments. The Borrower shall be required to repay the outstanding principal balance of the Loan, together with any accrued interest thereon and fees hereunder, upon the occurrence of the following events and in or to the extent of the following amounts: (a) Promptly upon (and in any event within five (5) days of) receipt by the Borrower or any Subsidiary of any net cash proceeds from the incurrence by the Borrower or such Subsidiary after the Original Closing Date of any Debt in an aggregate principal amount in excess of Five Hundred Million and No/100 Dollars ($500,000,000.00) (other than Debt (x) incurred to finance or refinance the acquisition of any fixed or capital assets, including any real property assets or(y) or (y) incurred under the B. Riley Notes), in an amount equal to the lesser of (A) the net cash proceeds of such Debt and (B) the outstanding principal amount of the Loan. Amounts applied to repay the Loan under this Section 3.3(a) shall be applied to the scheduled amortization payments set forth in Section 3.1(b) in inverse order of maturity. No amount repaid under this Section 3.3(a) may be reborrowed. (b) Promptly upon (and in any event within five (5) days of) receipt by the Borrower or any Subsidiary of any cash proceeds net of underwriting discounts or commissions, and legal, accounting and other expenses directly related to such offering (such amount, "net cash proceeds") from the issuance or sale by the Borrower or such Subsidiary of any Equity Interests (whether issued or sold through a public or private offering)(other than with respect to the net cash proceeds of the ELOC and other than net cash proceeds from any RSU Equity Issuance), in an amount 9 equal to the lesser of (x) the net cash proceeds of such issuance or sale of Equity Interests and (y) the outstanding principal amount of the Loan. Amounts applied to repay the Loan under this Section 3.3(b) shall be applied to the scheduled amortization payments set forth in Section 3.1(b) in inverse order of maturity. No amount repaid under this Section 3.3(b) may be reborrowed. (c) If in any month Borrower receives cash proceeds from ELOC sales, then on the first day of the month immediately following the month in which such ELOC cash proceeds were received, Borrower shall pay Noteholder an amount equal to five twenty percent (5%) (20%) (or, at the sole and absolute discretion of Noteholder, such lesser percentage as Noteholder may consent to in writing from time to time) of the net cash proceeds received from such ELOC sales to repay the outstanding principal balance of the Loan. Amounts applied to repay the Loan under this Section 3.3(c) shall be applied to the scheduled amortization payments set forth in Section 3.1(b) in inverse order of maturity. No amount repaid paid under this Section 3.3(c) may be reborrowed. View More

Payments. Mortgagor Grantor agrees that all payments under the Secured Debts will be paid when due and in accordance with the terms of the Secured Debts and this Security Instrument.

Payments. a. General. The Company shall pay to Consultant the fees for the Services as set forth in the applicable Statement of Work (the "Fees"), plus costs for approved expenses. The Company shall make all payments in United States Dollars unless otherwise provided in the Statement of Work. All late payments shall bear interest at the lesser of the rate of 0.5% per month or the highest rate permissible under applicable law, calculated daily and compounded monthly. Commencing on the Effective Date, the... Consultant will be retained as a Consultant and independent contractor for the Company for the Term as set forth in Section 3. A description of Services can be found in Exhibit A. b. Payment in Stock. To the extent that any Statement of Work provides for payment in Company Stock or other securities ("Stock"), the parties hereby agree as follows: i.Consultant i. The Company may not issue any Stock under a registration Statement on Form S-8 or Rule 701 under the Securities Act of 1933, as amended (the "1933 Act"); ii. Consultant hereby agrees to be bound by the Company's insider trading or similar policy, if any, during the Term, and for 90 days thereafter; ii.All iii. All Stock shall be restricted and bear a standard 1933 Act legend; iii.The Consultant iv. The Company shall be responsible to hire cause its counsel to provide an opinion letter for removal of any legend when and if such legend may be removed in accordance with applicable law. View More

Payments. This Accrued interest under this Note shall be due and payable as follows: (a) Principal and in arrears on the last day of each Interest at Maturity. Period. The Principal Amount principal balance outstanding hereunder, together with all accrued interest and other amounts payable hereunder, if not sooner paid as provided herein or in any related documents, herein, shall be due and payable on December 31, 2023; 8. March 17, 2015.6. Application and Place of Payments. Payments received by Lender... with respect to the indebtedness evidenced hereby shall be applied in such order and manner as Lender in its sole and absolute discretion may elect. Unless otherwise elected by Lender, all such payments shall first be applied to any Additional Sums or other costs or charges provided for herein or in any of the related documents, next to accrued and unpaid interest at the Stated Interest Rate and, to the extent applicable, the Default Interest Rate, next to the Principal Balance principal balance then outstanding hereunder. hereunder, and the remainder to any Additional Sums or other costs or added charges provided for herein. Payments hereunder shall be made at the address for Lender first set forth above above, or at such other address as Lender may specify to Borrower in writing. View More