Indeck Energy Services, Inc., and Subsidiaries - Page 17




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          combined dollar total of Components (i) and (ii) as the “total              
          Purchase Price and Interest”.                                               
               A later draft prepared by Indeck’s counsel and submitted to            
          Mr. Polsky’s counsel on May 9, 1994, described the payment as               
          follows:                                                                    
               Indeck * * * agrees to purchase * * * the thirty (30)                  
               shares of * * * stock * * * for a price computed as                    
               follows: (i) * * * $501,000 per share, for a total of                  
               * * * $15,030,000 (the “Purchase Price”); plus (ii) an                 
               amount determined by Ten Percent (10%) per annum on the                
               purchase price of $15,030,000 from January 31, 1991                    
               through April 13, 1994 for a total of * * * $4,809,600;                
               plus (iii) an amount determined by interest on the                     
               amount in (i) at * * * [the Federal funds rate] between                
               April 14, 1994 and May 9, 1994, for a total of * * *                   
               $47,321.85.  The total Purchase Price and Interest of                  
               * * * $19,886,921.85 shall be paid * * * at the                        
               Closing.                                                               
          As compared to the May 5/6 draft, this May 9 draft eliminated the           
          defined term “Interest” as applicable to Component (ii) but the             
          labeling of Component (i) as “Purchase Price” was preserved.                
          This draft also eliminated the provision for installment payments           
          of amounts over $10 million, calling instead for full payment at            
          closing, with “interest” at the Federal funds rate accruing on              
          Component (i) between April 14 and May 9, 1994, and such                    
          “interest” designated as a third component (hereafter “Component            
          (iii)”).  The combined dollar total of Components (i), (ii), and            
          (iii) was described as the “total Purchase Price and Interest”.             










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