Common use of Second Termination Fee Clause in Contracts

Second Termination Fee. If this Agreement is terminated under circumstances that give rise to the payment of any fee pursuant to Section 10.3(b) by any party, and thereafter, within nine (9) months of such termination, either of the parties that was not a Target Party at the time of such termination becomes a Target Party (a "Second Target Party") of the same entity, or an Affiliate thereof, that caused the original Target Party to become such, then such Second Target Party (jointly and severally with its Affiliates), upon the signing of a definitive agreement relating to such a Business Combination, or, if no such agreement is signed, then at the closing (and as a condition to the closing) of such Second Target Party becoming such a Subsidiary or of such Business Combination, will pay to the remaining party (other than AMW) that is neither a Target Party nor a Second Target Party (a "Non-Target Party")

Second Termination Fee. If this Agreement is terminated under circumstances that give rise to the payment of any fee pursuant to Section 10.3(b) by any party, and thereafter, within nine (9) months of such termination, either of the parties that was not a Target Party at the time of such termination becomes a Target Party (a "Second Target Party") of the same entity, or an Affiliate thereof, that caused the original Target Party to become such, then such Second Target Party (jointly and severally with its Affiliates), upon the signing of a definitive agreement relating to such a Business Combination, or, if no such agreement is signed, then at the closing (and as a condition to the closing) of such Second Target Party becoming such a Subsidiary or of such Business Combination, will pay to the remaining party (other than AMWAcquisition and New Inter state) that is neither a Target Party nor a Second Target Party (a "Non-Target Party")