Common use of Break Fee Clause in Contracts

Break Fee. A break fee (“Break Fee”) shall be payable to the Seller as follows: (a) If, notwithstanding the fulfillment and satisfaction of all the First Payment Deliverables, any one of the Purchasers (the “Defaulting Purchaser”) shall refuse or otherwise fail to pay its share in the First Payment for any reason whatsoever, the Defaulting Purchaser shall pay to the Seller as penalty an amount equal to Fifty One Million Eight Hundred Fifty One Thousand One Hundred Thirteen Pesos (PHP51,851,113.00). To the fullest extent permitted under applicable Laws and regulations, the non-Defaulting Purchaser and the Seller shall, in good faith, discuss, negotiate, and conclude a joint venture agreement or other mutually acceptable commercial arrangement with respect to each of LB Holdco and the LB Holdco Subsidiary. (b) If, notwithstanding the fulfillment and satisfaction of all the First Payment Deliverables, both Purchasers shall each refuse or otherwise fail to pay each of its share in the First Payment for any reason whatsoever, the Purchasers shall pay to the Seller as penalty an aggregate amount equal to One Hundred Three Million Seven Hundred Two Thousand Two Hundred Twenty Six Pesos (PHP103,702,226.00). (c) The Break Fee under this Section 8.2 shall be payable within thirty (30) days from receipt of written demand therefor.

Break Fee. A break fee (“Break Fee”) shall be payable to the Seller as follows: (a) If, notwithstanding the fulfillment and satisfaction of all the First Payment Deliverables, any one of the Purchasers (the “Defaulting Purchaser”) shall refuse or otherwise fail to pay its share in the First Payment for any reason whatsoever, the Defaulting Purchaser shall pay to the Seller as penalty an amount equal to Fifty One Million Eight Hundred Fifty One Thousand Five Billion One Hundred Thirteen Eighty Two Million Six Hundred Seventy Two Thousand Five Hundred Seventy Pesos (PHP51,851,113.00PHP5,182,672,570.00). To the fullest extent permitted under applicable Laws and regulations, the non-Defaulting Purchaser and the Seller shall, in good faith, discuss, negotiate, and conclude a joint venture agreement or other mutually acceptable commercial arrangement with respect to each of LB Holdco VTI and the LB Holdco SubsidiaryVTI Subsidiaries. (b) If, notwithstanding the fulfillment and satisfaction of all the First Payment Deliverables, both Purchasers shall each refuse or otherwise fail to pay each of its share in the First Payment for any reason whatsoever, the Purchasers shall pay to the Seller as penalty an aggregate amount equal to Ten Billion Three Hundred Sixty Five Million Three Hundred Forty Five Thousand One Hundred Three Million Seven Hundred Two Thousand Two Hundred Twenty Six Forty Pesos (PHP103,702,226.00PHP10,365,345,140.00). (c) The Break Fee under this Section 8.2 shall be payable within thirty (30) days from receipt of written demand therefor. (d) In addition to the payment of the Break Fee, the Seller shall have the absolute and unconditional right to terminate the co-use agreement and cause the revocation of the NTC approval thereof.

Break Fee. A break fee (“Break Fee”) shall be payable to the Seller as follows: (a) If, notwithstanding the fulfillment and satisfaction of all the First Payment Deliverables, any one of the Purchasers (the “Defaulting Purchaser”) shall refuse or otherwise fail to pay its share in the First Payment for any reason whatsoever, the Defaulting Purchaser shall pay to the Seller as penalty an amount equal to Fifty One Fifteen Million Eight Four Hundred Fifty One Seventy Six Thousand One Three Hundred Thirteen Seventeen Pesos (PHP51,851,113.00PHP15,476,317.00). To the fullest extent permitted under applicable Laws and regulations, the non-Defaulting Purchaser and the Seller shall, in good faith, discuss, negotiate, and conclude a joint venture agreement or other mutually acceptable commercial arrangement with respect to each of LB HB Holdco and the LB HB Holdco Subsidiary. (b) If, notwithstanding the fulfillment and satisfaction of all the First Payment Deliverables, both Purchasers shall each refuse or otherwise fail to pay each of its share in the First Payment for any reason whatsoever, the Purchasers shall pay to the Seller as penalty an aggregate amount equal to One Thirty Million Nine Hundred Three Million Seven Hundred Fifty Two Thousand Two Six Hundred Twenty Six Thirty Four Pesos (PHP103,702,226.00PHP30,952,634.00). (c) The Break Fee under this Section 8.2 shall be payable within thirty (30) days from receipt of written demand therefor.