Commitment Payment Clause Samples
A Commitment Payment clause requires one party, typically the buyer or borrower, to pay a specified fee to the other party as a condition for securing a commitment, such as a loan or service agreement. This payment is usually made upfront or at a designated milestone and is often non-refundable, regardless of whether the transaction is completed. The core function of this clause is to compensate the committing party for reserving resources or capital, thereby ensuring the seriousness of the counterparty and offsetting potential opportunity costs.
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Commitment Payment. If you agree to continue your employment with the Company and not resign (nor give notice of your intent to resign), and your employment with the Company is not terminated for “Cause” (as hereinafter defined), before June 30, 2017, you shall be entitled to one-third of the Retention Bonus (the “Commitment Amount”). Provided you return a fully executed copy of this Agreement by the Delivery Date, the Commitment Amount will be advanced to you in a lump sum cash payment on or before October 21, 2016. However, if you resign your employment, give notice of your intent to resign, or are terminated by the Company with Cause prior to June 30, 2017, you agree that, within ten (10) calendar days, you will pay to the Company the full amount of the Commitment Amount received net of taxes of the Commitment Amount. You agree that the Company may recover such payment (or any part therefrom) from you by making deductions from your salary and/or any other sums owed to you by the Company or the Company, subject to applicable law and may also pursue other means of recovery as permitted by applicable law.
Commitment Payment. (a) The Commitment Payment shall be earned upon the entry of the Approval Order and shall be payable, with respect to a Preferred Backstop Investor, upon the earlier of (x) the Effective Date of the Plan and (y) two Business Days after the termination of this Agreement by or with respect to such Preferred Backstop Investor, provided that the Commitment Payment, with respect to a Preferred Backstop Investor, shall not be required to be paid to a particular Preferred Backstop Investor to the extent that such termination of this Agreement with respect to such Preferred Backstop Investor has occurred due to a breach of this Agreement by such Preferred Backstop Investor, to the extent such breach has been determined as solely caused by the Preferred Backstop Investor by a final, non-appealable order entered by a court of competent jurisdiction (such date, the “Payment Date”).
(b) On the Payment Date, CEOC shall pay to each Preferred Backstop Investor, by wire transfer in immediately available funds to an account specified by such Preferred Backstop Investor to CEOC not less than one (1) day prior to the Payment Date, such Preferred Backstop Investor’s pro rata portion of the Commitment Payment based on such Preferred Backstop Investor’s Backstop Percentage (which percentage, for the avoidance of doubt, shall be adjusted pursuant to the definition of Backstop Percentage).
(c) The provisions for the payment of the Commitment Payment and the other provisions provided herein, are an integral part of the transactions contemplated by this Agreement and without these provisions the Preferred Backstop Investors would not have entered into this Agreement, and the Commitment Payment shall, pursuant to the Approval Order, constitute allowed administrative expenses of the Debtors’ estate under sections 503(b) and 507 of the Bankruptcy Code.
Commitment Payment. (a) The Commitment Payment shall be earned upon the entry of the Approval Order and shall be payable upon the earlier of (x) the Effective Date of the Plan and (y) two Business Days after the termination of this Agreement (such date, the “Payment Date”).
(b) On the Payment Date, CEOC shall pay to each Preferred Backstop Investor, by wire transfer in immediately available funds to an account specified by such Preferred Backstop Investor to CEOC not less than one (1) day prior to the Payment Date, such Preferred Backstop Investor’s pro rata portion of the Commitment Payment based on such Preferred Backstop Investor’s Backstop Percentage.
(c) The provisions for the payment of the Commitment Payment and the other provisions provided herein, are an integral part of the transactions contemplated by this Agreement and without these provisions the Preferred Backstop Investors would not have entered into this Agreement, and the Commitment Payment shall, pursuant to the Approval Order, constitute allowed administrative expenses of the Debtors’ estate under sections 503(b) and 507 of the Bankruptcy Code.
Commitment Payment. The Borrower agrees to pay to the Administrative Agent for the account of each Lender (other than a Defaulting Lender) an unused commitment payment for the period from and including the Closing Date (after giving effect to the Borrowing of Loans on the Closing Date) to (but excluding) the Full Availability Date, computed at the Unused Payment Rate on the average daily unused Commitment of such Lender during such period, payable on the Full Availability Date and each Interest Payment Date thereafter.
Commitment Payment. In consideration for the Investor entering into and making its commitment under this Agreement, the Company is issuing simultaneously herewith warrants in the form of Exhibit F hereto (the "WARRANTS") having an aggregate strike price of $1,875,000 and a strike price per share of Common Stock of 120% of the average Closing Bid Price for the 10 Trading Day period starting four Trading Days before the date hereof.
Commitment Payment