Examples of Bank Fee Amount in a sentence
Subject to the Transferred Entities’ compliance with the covenant set forth in Section 5.13(e), Purchaser shall cause the proceeds of the Debt Financing in an amount equal to $350 million (less an amount up to the Bank Fee Amount) to be disbursed to the Company by wire transfer of immediately available funds to the bank accounts specified by the Company in writing at least three (3) Business Days prior to the Closing Date.
To the extent fees, costs and expenses contemplated by the Bank Fee Amount are not so netted against and paid out of the proceeds of such Debt Financing, the Company shall pay any such remaining fees, costs and expenses out of such net proceeds.
If the Purchaser Pre-Closing Statement is not delivered in accordance with this Section 2.2(a), the amount of the Purchaser Transaction Expenses plus the Bank Fee Amount shall be deemed to be $25 million and the amount of the Balance Sheet Cash Amount shall be deemed to be $10 million, in each case solely for purposes of determining the Distribution Amount and the Equity Value.
At least five (5) Business Days prior to the Closing Date, Purchaser shall deliver to the Sellers a written statement (the “ Purchaser Pre-Closing Statement”) setting forth (i) its good-faith estimate of Purchaser Transaction Expenses and wire instructions for the payment thereof, and (ii) its good faith estimate of the Bank Fee Amount, and (iii) its desired Balance Sheet Cash Amount (up to $10 million).
If the Closing occurs (including the payment to Sellers of the Distribution Amount), all Purchaser Transaction Expenses and any costs, fees and expenses included in the Bank Fee Amount shall be paid by the Company (subject to Purchaser’s payment to Parent of an amount in cash equal to the Additional Equity Contribution pursuant to Section 2.1(g)).