Payment Event Clause Samples
A Payment Event clause defines the specific circumstances or triggers that require one party to make a payment to another under a contract. This clause typically outlines what constitutes a payment event, such as the delivery of goods, completion of services, or the occurrence of a milestone, and may specify the timing and method of payment. By clearly identifying when payments are due, the clause helps prevent disputes over payment obligations and ensures both parties understand their financial responsibilities.
POPULAR SAMPLE Copied 1 times
Payment Event. ▇▇▇▇▇ expressly agrees that the amounts required under the Indemnity Agreement and the Tax Matters Agreement shall immediately become due and payable, without notice or demand, upon the occurrence of any "Payment Event" as defined in the Indemnity Agreement.
Payment Event. On a Payment Event, the Trustee may institute bankruptcy proceedings exclusively in The Netherlands, but may not pursue any other legal remedy, including a judicial proceeding for the collection of the sums due and unpaid. To the extent the Trustee is not permitted to pursue the remedies provided for herein as a matter of Dutch law, the Holders of the Securities may pursue such remedies in accordance with the terms of the Subordinated Indenture. Notwithstanding the foregoing, Holders of this Security have the absolute and unconditional right to institute suit for the enforcement of any payment when
Payment Event. On a Payment Event, the Trustee may institute bankruptcy proceedings exclusively in The Netherlands, but may not pursue any other legal remedy, including a judicial proceeding for the collection of the sums due and unpaid. To the extent the Trustee is not permitted to pursue the remedies provided for herein as a matter of Dutch law, the Holders of the Securities may pursue such remedies in accordance with the terms of the Subordinated Indenture. Notwithstanding the foregoing, Holders of this Security have the absolute and unconditional right to institute suit for the enforcement of any payment when due and such right may not be impaired without the consent of the Holder as provided in Section 508 of the Subordinated Indenture.
Payment Event. If one or more of the following events (each, a “Payment Event”) shall have occurred:
(a) A closing of the Private Placement has occurred and resulted in proceeds of $10,000,000 or greater; or
(b) A closing of the Private Placement has occurred and resulted in proceeds of $2,000,000 or greater and Maker has provided written notice to Holder of its intention to proceed with the transactions contemplated by the Exchange Agreement. Upon the occurrence of a Payment Event, the entire outstanding principal and unpaid interest of this Note will be due and payable immediately. It being the intention of the parties that a portion of the funds raised in the Private Placement be used to satisfy the obligations of Maker pursuant to this Note, the parties agree to cooperate and work together to ensure that that the funds received in connection with the Private Placement and paid in connection with this Note may be used solely for the payment or other satisfaction of the obligations and amounts owing by Holder to the individuals and entities set forth on Schedule 2 to the Exchange Agreement.
Payment Event. 42 PBGC ...............................................................................................21 Person ................................................................................................7 Pre-Closing Tax Period..................................................................................18
Payment Event. In the event of a Change in Control, the Grantee is eligible to receive an amount equal to his or her Award Percentage multiplied by the applicable Award Pool; provided, however, that the Grantee either (i) has not incurred a Termination of Service as of the day immediately prior to such Change in Control, or (ii) has incurred a Termination of Service within seventy-five (75) days of the Change in Control due to his or her termination without Cause or due to his or her death or disability. If there are no Transaction Proceeds after applicable deductions as referenced in the definition of such term, the Company shall have no obligation to make any payment to the Grantee and the associated Award shall terminate automatically. The Board shall have full discretion to determine the Transaction Proceeds and Total Enterprise Value in good faith, including full discretion to determine the extent to which Change in Control consideration that is non-cash or deferred (e.g., escrows or earn-outs) should be included.
Payment Event. Random Trading Days.......................................
Payment Event. To the extent permitted by law, any of the following events shall be a "Payment Event" under this Agreement, the Deed of Trust, and all other Company Loan Documents:
(a) The occurrence of the earlier of the maturity date of the BofA Note or the fourth (4th) anniversary of the date of this Agreement.
(b) The occurrence of any breach or default in the performance of any obligation of ▇▇▇▇▇ contained in this Agreement, the Deed of Trust, any of the other Company Loan Documents, or any other agreement now or hereafter entered into by ▇▇▇▇▇, on the one hand, and the Company, on the other hand, with respect to the Property (including, without limitation, any failure of ▇▇▇▇▇ to repay, reimburse, indemnify and hold harmless the Company as provided in Paragraph 3).
(c) The occurrence of any breach or default in the performance of any obligation of ▇▇▇▇▇ in any other deed of trust or other security instrument now or hereafter encumbering the Property.
(d) ▇▇▇▇▇ shall sell, convey, encumber, grant any lien upon, or otherwise alienate the Property, or any part thereof, or any interest therein, or shall be divested of his respective title or any interest therein in any manner or way, whether voluntarily or involuntarily, without the written consent of the Company being first had and obtained, in the Company's sole and absolute discretion.
(e) Any representation or warranty of ▇▇▇▇▇ contained herein or any other Company Loan Document or in any certificate or agreement entered into by ▇▇▇▇▇ for the benefit of the Company in connection herewith shall be false or misleading in any material respect.
(f) ▇▇▇▇▇ (i) admits in writing his inability to pay debts, (ii) make an assignment for the benefit of creditors, (iii) file a voluntary petition in bankruptcy, effect a plan or other arrangement with creditors, liquidate his assets under arrangement with creditors, or liquidate his assets under court supervision, (iv) have an involuntary petition in bankruptcy or receivership filed against him that is not discharged within sixty (60) days after such petition is filed, or (v) apply for or permit the appointment of a receiver or trustee or custodian for any of his property or assets.
(g) Any involuntary lien, attachment or other encumbrance is imposed against the Property and is not discharged within ten (10) days.
(h) The Deed of Trust is not promptly recorded against the Property or at any time ceases to be a valid first priority lien on the Property.
(i) The occurrence of the...
Payment Event. Upon the occurrence of a Payment Event resulting from a sale (as defined in the Plan) the Company shall make a payment pursuant to the Plan. Such payment or distribution shall be made within 75 days of the closing date of the Payment Event. In the event the definitive agreement to sell the Company provides for the deferred payment of some or all of the Purchase Price, the Company and you agree that the any deferred payment amounts owed to you will be subject to the same terms and conditions applicable to the Members of the Company and such payments will be paid to you if, and to the extent, actually received by the Members of the Company. Such payment is intended to comply with Treasury Regulations Section 1.409A-3(i)(5)(iv)(A).
Payment Event. 12.04 Schedule 14D-9.................................... 2.02