CPR Payment definition
Examples of CPR Payment in a sentence
In the event that a CPR Payment Date shall not be a Business Day, then, notwithstanding any provision of this Agreement to the contrary, any payment required to be made in respect of the CPRs on such date need not be made on such date, but may be made on the next succeeding Business Day with the same force and effect as if made on the applicable CPR Payment Date.
Any payment required pursuant to this Section 6(b) shall be made in cash regardless of whether the CPR Payment Amount includes or is comprised of non-cash consideration.
Promptly (but in any event within five (5) Business Days) after engagement of the Independent Accounting Firm, the Investor, on the one hand, and NMI, on the other hand, shall each deliver to the Independent Accounting Firm, a notice setting forth in reasonable detail their calculation, to the extent in dispute under the Notice of Objection, of the CPR Payment Amount as of the CPR Sale Transaction Closing Date or the CPR Dividend Payment Date, as applicable.
If any CPR Payment Amount has not been paid prior to two years after the CPR Payment Date (or immediately prior to such earlier date on which the CPR Payment Amount would otherwise escheat to or become the property of any Governmental Entity), any such CPR Payment Amount shall, to the extent permitted by applicable law, become the property of NeoPharm, free and clear of all claims or interest of any person previously entitled thereto.
Within fifteen (15) Business Days after receipt thereof, the Independent Accounting Firm shall deliver its determination of the disputed amounts and of the CPR Payment Amount as of the CPR Sale Transaction Closing Date or the CPR Dividend Payment Date, as applicable, which determination shall be final and binding on each of the Parties.
The Investor and its Affiliates and their respective representatives shall be entitled to reasonable access to all books, records, financial information and personnel and representatives (including accountants) of NMI and its Affiliates related to the calculation of the CPR Payment Amount.
This Agreement shall be terminated and of no force or effect, the parties hereto shall have no liability hereunder, and no payments shall be required to be made, upon the earlier to occur of (a) the payment of all CPR Payment Amounts required to be paid under the terms of this Agreement and (b) the fifth anniversary of the Merger if the CPR Payment Event has not occurred by that date.
In addition, to the extent the CPR Payment Amount includes any non-cash consideration, the CPR Notice shall set forth in reasonable detail the composition of the CPR Payment Amount.
If any CPR Payment Amount has not been paid prior to two years after the applicable CPR Payment Date (or immediately prior to such earlier date on which the CPR Payment Amount would otherwise escheat to or become the property of any Governmental Entity), any such CPR Payment Amount shall, to the extent permitted by applicable law, become the property of Parent, free and clear of all claims or interest of any person previously entitled thereto.
This Agreement shall be terminated and of no force or effect, the parties hereto shall have no liability hereunder, and no payments shall be required to be made, upon the earlier to occur of (a) the payment of all potential CPR Payment Amounts required to be paid under the terms of this Agreement and (b) the delivery of Non-Compliance Certificates relating to all CPR Payment Amounts not previously paid pursuant to clause (a).