Common use of Termination Fees Clause in Contracts

Termination Fees. (a) In the event that this Agreement is terminated by the Company pursuant to Section 7.1(d)(ii), the Company shall pay or cause to be paid as directed by Parent the Company Termination Fee substantially concurrently with the termination of this Agreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger, Agreement and Plan of Merger (Avista Corp)

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Termination Fees. (a) In the event that If this Agreement is terminated by the Company pursuant to Section 7.1(d)(ii6.1(f), by Parent pursuant to Section 6.1(d), or by either Parent or the Company pursuant to Section 6.1(b) or Section 6.1(h) at a time when Parent would have been entitled to terminate this Agreement pursuant to Section 6.1(d), then, within two (2) Business Days after the termination of this Agreement (or, in the case of a termination pursuant to Section 6.1(f), at or prior to termination), the Company shall pay or cause to be paid as directed by to Parent the Company Termination Fee substantially concurrently with the termination of this AgreementFee.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Xilinx Inc), Agreement and Plan of Merger (Advanced Micro Devices Inc)

Termination Fees. (a1) In the event that this Agreement is terminated by the Company pursuant to Section 7.1(d)(ii)If a Termination Fee Event occurs, the Company shall pay the Parent (or cause to be paid as directed by Parent its designee) the Company Termination Fee substantially concurrently in accordance with the termination of this AgreementSection 8.2(3).

Appears in 2 contracts

Samples: Arrangement Agreement (Unitedhealth Group Inc), Arrangement Agreement (Catamaran Corp)

Termination Fees. (a) In the event that If this Agreement is terminated by the Company pursuant to Section 7.1(d)(ii7.1(d)(i), prior to or contemporaneously with and as a condition to the effectiveness of such termination, the Company shall pay or cause to be paid as directed by Parent a fee in immediately available funds in the Company amount of $7,700,000 (the “Termination Fee substantially concurrently with the termination of this AgreementFee”).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Standard Microsystems Corp), Agreement and Plan of Merger (Conexant Systems Inc)

Termination Fees. (a) In the event that If this Agreement is terminated by the Company pursuant to Section 7.1(d)(ii6.1(e), by Parent pursuant to Section 6.1(d), or by either Parent or the Company pursuant to Section 6.1(b) or Section 6.1(f) at a time when Parent would have been entitled to terminate this Agreement pursuant to Section 6.1(d), then, within two (2) Business Days after the termination of this Agreement (or, in the case of a termination pursuant to Section 6.1(e), at or prior to termination), the Company shall pay or cause to be paid as directed by to Parent the Company Termination Fee substantially concurrently with the termination of this AgreementFee.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Viasat Inc), Agreement and Plan of Merger (RigNet, Inc.)

Termination Fees. (a) In the event that this Agreement is terminated by Parent pursuant to Section 7.1(e) or by the Company pursuant to Section 7.1(d)(ii7.1(i), then the Company shall pay or cause to be paid as directed by Parent the Company Termination Fee. The Company Termination Fee substantially payable pursuant to this Section 7.3(a) shall be paid no later than the second (2nd) Business Day following termination pursuant to Section 7.1(e) and concurrently with the any termination of this Agreementpursuant to Section 7.1(i).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Wok Acquisition Corp.), Agreement and Plan of Merger (P F Changs China Bistro Inc)

Termination Fees. (a) In the event that If this Agreement is terminated by Parent pursuant to Section 6.1(d), or by either Parent or the Company pursuant to Section 7.1(d)(ii6.1(f) at a time when Parent would have been entitled to terminate this Agreement pursuant to Section 6.1(d), the Company shall pay or cause to be paid as directed by Parent the Company Termination Fee substantially concurrently with then, within two Business Days after the termination of this Agreement, the Company shall cause to be paid to Parent the Termination Fee.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Analog Devices Inc), Agreement and Plan of Merger (Maxim Integrated Products Inc)

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Termination Fees. (a) In the event that this Agreement is terminated by the Company pursuant to Section 7.1(d)(ii9.1(c)(ii), then the Company shall pay or cause to be paid as directed by Parent the Company Termination Fee substantially concurrently with the termination of this Agreementany such termination.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Sunrise Senior Living Inc), Agreement and Plan of Merger (Health Care Reit Inc /De/)

Termination Fees. (a) In the event that this Agreement is terminated by Parent pursuant to Section 7.1(d) or by the Company pursuant to Section 7.1(d)(ii7.1(h), then the Company shall pay or cause to be paid as directed by Parent the Company Termination Fee. The Company Termination Fee substantially payable pursuant to this Section 7.3(a) shall be paid no later than the second (2nd) Business Day following termination pursuant to Section 7.1(d) and concurrently with the any termination of this Agreementpursuant to Section 7.1(h).

Appears in 1 contract

Samples: Agreement and Plan of Merger (GenMark Diagnostics, Inc.)

Termination Fees. (a) In the event that this Agreement is terminated by Parent pursuant to Section 7.1(d) or by the Company pursuant to Section 7.1(d)(ii7.1(h), then the Company shall pay or cause to be paid as directed by Parent the Company Termination Fee. The Company Termination Fee substantially payable pursuant to this Section 7.3(a) shall be paid no later than the second (2nd) Business Day following termination pursuant to Section 7.1(d) and prior to or concurrently with the any termination of this Agreementpursuant to Section 7.1(h).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Active Network Inc)

Termination Fees. (a) In the event that If this Agreement is terminated by Parent pursuant to Sections 12.1(f) or 12.1(g), or by the Company pursuant to Section 7.1(d)(ii12.1(h), the Company shall pay pay, or cause to be paid as directed by paid, to Parent the Company Termination Fee substantially concurrently with the termination of this AgreementBreak-Up Fee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (MxEnergy Holdings Inc)

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