Common use of Parent Termination Fee Clause in Contracts

Parent Termination Fee. (i) In the event that Company shall terminate this Agreement pursuant to Section 7.1(h) then, promptly after such termination, Parent shall pay to Company an amount in cash equal to the Termination Fee. (ii) In the event that Company shall terminate this Agreement pursuant to Section 7.1(e), then Parent shall promptly reimburse Company for documented out-of-pocket costs and expenses in connection with this Agreement and the transactions contemplated hereby not in excess of $1,500,000.

Parent Termination Fee. (i) In the event that Company shall terminate this Agreement is terminated by the Company pursuant to Section 7.1(h8.1(c)(i) then(provided that all of the other conditions set forth in Article VII have been satisfied or validly waived, promptly after except for those conditions that by their terms must be satisfied at the Closing; and further provided that such conditions would have been so satisfied if the Closing would have occurred on the date of termination, Parent shall pay to Company an amount in cash equal to the Termination Fee. (ii) In the event that Company shall terminate this Agreement pursuant to Section 7.1(e), then Parent shall promptly reimburse pay the Parent Termination Fee to the Company for documented out-of-pocket costs and expenses in connection with this Agreement and the transactions contemplated hereby not in excess of $1,500,000or its designees within two (2) Business Days after such termination.

Parent Termination Fee. (ia) In the event that Company shall terminate If this Agreement is terminated by (x) the Company pursuant to and in accordance with Section 7.1(h7.1(e) thenor Section 7.1(i) or (y) the Company or Parent pursuant to and in accordance with Section 7.1(c) if, promptly after at the time of such termination, Parent shall pay the Company would have been entitled to Company an amount in cash equal to the Termination Fee. (ii) In the event that Company shall terminate this Agreement pursuant to Section 7.1(e) or Section 7.1(i), then Parent shall promptly reimburse pay, or cause to be paid, to the Company for documented out-of-pocket costs and expenses the Parent Termination Fee by wire transfer (to an account designated by Parent) in connection with this Agreement and the transactions contemplated hereby not in excess of $1,500,000immediately available funds within two (2) Business Days after such termination.

Parent Termination Fee. (i) In the event that Company shall terminate If, but only if, this Agreement is validly terminated by the Company pursuant to Section 7.1(h8.01(f) thenor Section 8.01(i), promptly after such termination, Parent shall pay to Company an amount in cash equal to the Termination Fee. (ii) In the event that Company shall terminate this Agreement or is otherwise terminated when terminable pursuant to Section 7.1(e8.01(f) or Section 8.01(i), then Parent shall promptly reimburse pay, or cause to be paid, to the Company for documented out-of-pocket costs and expenses in connection with this Agreement and the transactions contemplated hereby not in excess of $1,500,000Parent Termination Fee within five (5) Business Days following such termination.

Parent Termination Fee. If this Agreement is validly terminated (i) In by the event that Company shall terminate pursuant to (i) Section 8.1(g) or Section 8.1(i) or (ii) by Parent pursuant to Section 8.1(c) and at such time the Company could have terminated this Agreement pursuant to Section 7.1(h8.1(g) then, promptly after such termination, Parent shall pay to Company an amount in cash equal to the Termination Fee. (ii) In the event that Company shall terminate this Agreement pursuant to or Section 7.1(e8.1(i), then Parent shall must promptly reimburse (and in any event within two (2) Business Days) following such termination pay, or cause to be paid, to the Company for documented out-of-pocket costs and expenses the Parent Termination Fee by wire transfer of immediately available funds to an account or accounts designated in connection with this Agreement and writing by the transactions contemplated hereby not in excess of $1,500,000Company.

Parent Termination Fee. If this Agreement is validly terminated by the Company pursuant to (i) In Section 7.04(b) (or by Parent pursuant to Section 7.02(a) at a time when the event that Company shall would have been entitled to terminate this Agreement pursuant to Section 7.1(h7.04(b)) or (ii) Section 7.04(c), then, promptly in each such case, Parent shall pay, or cause to be paid, to the Company or its designee (by wire transfer of immediately available funds), within three (3) Business Days after such termination, the Parent shall pay to Company an amount in cash equal to the Termination Fee. (ii) In the event that Company shall terminate this Agreement pursuant to Section 7.1(e), then Parent shall promptly reimburse Company for documented out-of-pocket costs and expenses in connection with this Agreement and the transactions contemplated hereby not in excess of $1,500,000.

Parent Termination Fee. If, but only if, this Agreement is terminated (ix) In by the event that Company shall terminate pursuant to Section 9.01(f) or Section 9.01(i), or (y) by the Company or Parent pursuant to Section 9.01(b) and at the time of such termination the Company could have terminated this Agreement pursuant to Section 7.1(h9.01(f) then, promptly after such terminationor Section 9.01(i), Parent shall pay pay, or cause to Company an amount in cash equal be paid, to the Company within five (5) Business Days following such termination the Parent Termination Fee. (ii) In the event that Company shall terminate this Agreement pursuant to Section 7.1(e), then Parent shall promptly reimburse Company for documented out-of-pocket costs and expenses in connection with this Agreement and the transactions contemplated hereby not in excess of $1,500,000.

Parent Termination Fee. (i) In Parent agrees that, if the event that Company shall terminate this Agreement (i) pursuant to Section 7.1(h8.01(b)(i) thenand, promptly after at the time of such termination, the conditions set forth in Section 7.01 and Sections 7.02(a) and (b) have been satisfied, or (ii) pursuant to Section 8.01(d)(i), then in either such case Parent shall pay to the Company an amount in cash equal to a fee of 3.00% of the Merger Consideration (the “Parent Termination Fee”) in immediately available funds no later than two (2) Business Days after written notice from the Company of such termination. (ii) In the event that Company shall terminate this Agreement pursuant to Section 7.1(e), then Parent shall promptly reimburse Company for documented out-of-pocket costs and expenses in connection with this Agreement and the transactions contemplated hereby not in excess of $1,500,000.

Parent Termination Fee. (i) In the event that Company shall terminate If this Agreement is validly terminated by the Company pursuant to Section 7.1(h8.1(g) then, promptly after such terminationor Section 8.1(i) (or by the Company under Section 8.1(c) at a time when the Company is entitled to terminate under Section 8.1(g) or Section 8.1(i)), Parent shall pay pay, or cause to be paid, to the Company an amount in cash equal to $4,500,000.00 (the “Parent Termination Fee”) within two Business Days following such termination. (ii) In the event that Company shall terminate this Agreement pursuant to Section 7.1(e), then Parent shall promptly reimburse Company for documented out-of-pocket costs and expenses in connection with this Agreement and the transactions contemplated hereby not in excess of $1,500,000.