Reverse Breakup Fee definition

Reverse Breakup Fee has the meaning set forth in Article 17.2.
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Reverse Breakup Fee means $40.0 million.
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Reverse Breakup Fee means £14,100,000.
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Examples of Reverse Breakup Fee in a sentence

  • Seller’s retention of the Reverse Breakup Fee shall constitute liquidated damages and not a penalty.

  • Serena Saitto& Zachary Mider, Google Deal Said to Have $2.5 Billion Reverse Breakup Fee, Bloomberg Businessweek, August 15, 2011, http://www.businessweek.com/news/2011-08- 15/google-deal-said-to-have-2-5-billion-reverse-breakup-fee.html).

  • For the avoidance of doubt, and to the fullest extent permitted under applicable Law, in no event shall Buyer, Merger Sub or any of the Buyer Related Parties have any liability for Losses under or in respect of this Agreement or the transactions contemplated by this Agreement in excess of an aggregate amount equal to, or other than in respect of, the Reverse Break-up Fee, whether to the Company or to any of the Company Related Parties.

  • Notwithstanding the forgoing or anything to the contrary herein, if this Agreement is terminated by the Company pursuant to Section 15.1(e), the sole and exclusive remedy of the Company Related Parties hereunder shall be the payment of the Reverse Break-up Fee.

  • If Seller elects the Reverse Break-up Fee in Section 9.3, Purchaser’s obligation to pay the Reverse Break-up Fee and Seller’s right to enforce that obligation shall survive the termination of this Agreement.

  • When included in a transaction, the Reverse Breakup Fee can, designate some cases, provide the buyer an option to handle out these a transaction at a dent cost.

  • The Reverse Break-up Fee payable pursuant to this Section 9.2(a) shall be paid by wire transfer of same-day funds within three (3) Business days after the demand therefor, which demand may only be made following the occurrence of the termination event giving rise to the payment obligation described in this Section 9.2(a).

  • In addition, if a Party shall fail to pay any Termination Fee, Expense Reimbursement or Reverse Breakup Fee, as the case may be, when due, such Party shall also pay to the Party entitled to such Termination Fee, Expense Reimbursement or Reverse Breakup Fee, as applicable, such non-paying Party’s costs and expenses (including attorneys’ fees) incurred in connection with efforts to collect such Termination Fee, Expense Reimbursement or Reverse Breakup Fee, as the case may be.

  • The Reverse Breakup Fee, paid in accordance with the terms of this Article 17.2, shall constitute the Parties’ genuine pre-estimate of liquidated damages suffered by Seller in such event and shall not be a penalty.

  • If Seller elects the specific performance remedy, but a court determines that Seller is not entitled to specific performance, then Seller shall be awarded the Reverse Break-up Fee.


More Definitions of Reverse Breakup Fee

Reverse Breakup Fee means an amount in cash equal to $500,000,000, which Reverse Breakup Fee shall be paid (when due and owing) by Parent and Merger Sub to the Company by wire transfer of immediately available funds to the account designated by the Company.
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Reverse Breakup Fee shall have the meaning set forth in Section 10.3(c).
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Reverse Breakup Fee means $15,400,000.
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Reverse Breakup Fee means an amount in cash equal to $120 million, which Reverse Breakup Fee shall be paid (when due and owing) by Merger Sub to the Company by wire transfer of immediately available funds to the account designated by the Company.
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Related to Reverse Breakup Fee

  • Reverse Termination Fee has the meaning set forth in Section 7.02(b).

  • Hookup fee means a fee for the installation and inspection of any pipe, line,

  • Termination Fee has the meaning set forth in Section 7.02(a).

  • Break-Up Fee has the meaning set forth in Section 8.2(b)

  • Company Termination Fee has the meaning set forth in Section 7.3(a).

  • Professional Fee Escrow Amount means the aggregate amount of Professional Fee Claims and other unpaid fees and expenses Professionals estimate they have incurred or will incur in rendering services to the Debtors prior to and as of the Confirmation Date, which estimates Professionals shall deliver to the Debtors as set forth in Article II.C hereof.

  • Closing Fees means those fees required to be paid on the Closing Date pursuant to the Fee Letter.

  • Expense Reimbursement has the meaning set forth in Section 8.2(c).

  • Closing Fee has the meaning set forth in Section 2.09(c).

  • Parent Termination Fee has the meaning set forth in Section 7.3(b).

  • Acquisition Fee means any and all fees and commissions, exclusive of Acquisition Expenses, paid by any Person to any other Person (including any fees or commissions paid by or to any Affiliate of the Company or the Advisor) in connection with making or investing in Mortgages or the purchase, development or construction of a Property, including real estate commissions, selection fees, Development Fees, Construction Fees, nonrecurring management fees, loan fees, points or any other fees of a similar nature. Excluded shall be Development Fees and Construction Fees paid to any Person not affiliated with the Sponsor in connection with the actual development and construction of a project.

  • Advance Reimbursement Amount has the meaning stated in Section 4.4(b) of the Servicing Supplement.

  • Adjustment Escrow Amount means $1,000,000.

  • L/C Fee has the meaning specified in Section 2.03(i).

  • Additional Fee means a fee, in addition to the licence fee, imposed by the municipality on a business at any time during the term of the licence for costs incurred by the municipality attributable to the activities of the business;

  • Closing Cash Payment has the meaning set forth in Section 2.06(a).

  • Closing Cash Consideration has the meaning set forth in Section 2.6(a)(i).

  • Escrow Amount has the meaning set forth in Section 2.1(c).

  • Purchase Price Adjustment Escrow Amount means $500,000.

  • Pupil fee means a fee, deposit or other charge imposed on pupils, or a pupil’s parents or guardians, in violation of Section 49011 of the Education Code and Section 5 of Article IX of the California Constitution, which require educational activities to be provided free of charge to all pupils without regard to their families’ ability or willingness to pay fees or request special waivers, as provided for in Hartzell v. Connell (1984) 35 Cal.3d 899. A pupil fee includes, but is not limited to, all of the following:

  • Additional Fees means those prices for the Additional Goods/Services and additional costs and levies required from time to time and notified to you in advance, to provide adequately for the education and related activities and services provided to your Child, including the costs of extra-curricular activities or special educational needs;

  • Indemnity Cap has the meaning set forth in Section 9.2(b).

  • Agreed Amount means part, but not all, of the Claimed Amount.

  • Indemnity Escrow Amount means $3,000,000.

  • Acquisition Amount means, for an Acquired Receivable for which the Acquisition Amount is to be included in Available Funds for a Payment Date, the excess of (i) the present value of the Principal Balance of the Receivable as of the last day of the Collection Period immediately preceding the related Collection Period (calculated using the Discount Rate on the basis of a 360-day year of twelve 30-day months and assuming each amount is received at the end of the Collection Period in which the amount is scheduled to be received) over (ii) all cash collections and any other cash proceeds received by the Issuer on the related Receivable from (but excluding) the last day of the Collection Period immediately preceding the related Collection Period to the day on which such Receivable becomes an Acquired Receivable.

  • Professional Fee Amount means the aggregate amount of Professional Fee Claims and other unpaid fees and expenses that Professionals estimate they have incurred or will incur in rendering services to the Debtors prior to and as of the Confirmation Date, which estimates Professionals shall deliver to the Debtors as set forth in Article II.B of the Plan.