Common use of Other Costs and Expenses Clause in Contracts

Other Costs and Expenses. The Company acknowledges that the agreements contained in this Section 11.04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Merger Subsidiary would not enter into this Agreement. Accordingly, if the Company fails promptly to pay any amount due to Parent pursuant to this Section 11.04, it shall also pay any costs and expenses incurred by Parent or Merger Subsidiary in connection with a legal action to enforce this Agreement that results in a judgment against the Company for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Navistar International Corp), Agreement and Plan of Merger (Advent Software Inc /De/), Agreement and Plan of Merger (Ralcorp Holdings Inc /Mo)

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Other Costs and Expenses. The Company acknowledges that the agreements contained in this Section 11.04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Merger Subsidiary would not enter into this Agreement. Accordingly, if the Company fails promptly to pay any amount due to Parent pursuant to this Section 11.04, it shall also pay any reasonable and documented costs and expenses incurred by Parent or Merger Subsidiary in connection with a legal action to enforce this Agreement that results in a judgment against the Company for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Diamond Management & Technology Consultants, Inc.), Agreement and Plan of Merger (PricewaterhouseCoopers LLP)

Other Costs and Expenses. The Company acknowledges that the agreements contained in this Section 11.04 ‎Section 12.04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Merger Subsidiary Sub would not enter into this Agreement. Accordingly, if the Company fails promptly to pay any amount due to Parent pursuant to this Section 11.04‎Section 12.04, it shall also pay any costs and expenses incurred by Parent or Merger Subsidiary Sub in connection with a legal action to enforce this Agreement that results in a judgment against the Company for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date. In no event shall the Company be required to pay more than one Termination Fee.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tyson Foods Inc), Agreement and Plan of Merger (Tyson Foods Inc)

Other Costs and Expenses. The Company acknowledges that the agreements contained in this Section 11.04 12.04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Merger Subsidiary would not enter into this Agreement. Accordingly, if the Company fails promptly to pay any amount due to Parent pursuant to this Section 11.0412.04, it shall also pay any costs and expenses incurred by Parent or Merger Subsidiary in connection with a legal action to enforce this Agreement that results in a judgment against the Company for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Avocent Corp), Agreement and Plan of Merger (Emerson Electric Co)

Other Costs and Expenses. The Parent and the Company acknowledges acknowledge that the agreements contained in this Section 11.04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Parent, Merger Subsidiary and the Company would not enter into this Agreement. Accordingly, if the Company either party fails promptly to pay any amount due to Parent pursuant to this Section 11.04, it such party shall also pay any costs and expenses incurred by Parent or Merger Subsidiary the other party in connection with a legal action to enforce this Agreement that results in a judgment against the Company such party that fails to pay any amount due pursuant to this Section 11.04 for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (STG Ugp, LLC), Agreement and Plan of Merger (MSC Software Corp)

Other Costs and Expenses. The Company acknowledges that the agreements contained in this Section 11.04 12.04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Merger Acquisition Subsidiary would not enter into this Agreement. Accordingly, if the Company fails promptly to pay any amount due to Parent pursuant to this Section 11.0412.04, it shall also pay any costs and expenses incurred by Parent or Merger Acquisition Subsidiary in connection with a legal action to enforce this Agreement that results in a judgment against the Company for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Harris Interactive Inc)

Other Costs and Expenses. The Company acknowledges that the agreements contained in this Section ‎Section 11.04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Merger Subsidiary would not enter into this Agreement. Accordingly, if the Company fails promptly to pay any amount due to Parent pursuant to this Section ‎Section 11.04, it shall also pay any costs and expenses incurred by Parent or Merger Subsidiary in connection with a legal action to enforce this Agreement that results in a judgment against the Company for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (SS&C Technologies Holdings Inc)

Other Costs and Expenses. The Company acknowledges that the agreements contained in this Section 11.04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Merger Subsidiary would not enter into this Agreement. Accordingly, if the Company fails promptly to pay any amount due to Parent pursuant to this Section 11.04, it shall also pay any costs and expenses incurred by Parent or Merger Subsidiary and its Affiliates in connection with a legal action to enforce this Agreement that results in a judgment against the Company for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (TE Connectivity Ltd.)

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Other Costs and Expenses. The Company acknowledges that the agreements contained in this Section 11.04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Merger Subsidiary Sub would not enter into this Agreement. Accordingly, if the Company fails promptly to pay any amount due to Parent pursuant to this Section 11.04, it shall also pay any costs and expenses incurred by Parent or Merger Subsidiary Sub in connection with a legal action to enforce this Agreement that results in a judgment against the Company for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date. In no event shall the Company be required to pay more than one Termination Fee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (ProFrac Holding Corp.)

Other Costs and Expenses. The Company acknowledges that the agreements contained in this Section ‎Section 11.04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Merger Subsidiary would not enter into this Agreement. Accordingly, if the Company fails promptly to pay any amount due to Parent pursuant to this Section ‎Section 11.04, it shall also pay any costs and expenses incurred by Parent or Merger Subsidiary and its Affiliates in connection with a legal action to enforce this Agreement that results in a judgment against the Company for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Measurement Specialties Inc)

Other Costs and Expenses. The Company acknowledges that the agreements contained in this Section 11.04 12.04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Merger Subsidiary Sub would not enter into this Agreement. Accordingly, if the Company fails promptly to pay any amount due to Parent pursuant to this Section 11.0412.04, it shall also pay any costs and expenses incurred by Parent or Merger Subsidiary Sub in connection with a legal action to enforce this Agreement that results in a judgment against the Company for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date. In no event shall the Company be required to pay more than one Termination Fee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (AdvancePierre Foods Holdings, Inc.)

Other Costs and Expenses. The Company acknowledges that the agreements contained in this Section 11.04 11 .04 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, Parent and Merger Subsidiary Sub would not enter into this Agreement. Accordingly, if the Company fails promptly to pay any amount due to Parent pursuant to this Section 11.04, it shall also pay any costs and expenses incurred by Parent or Merger Subsidiary Sub in connection with a legal action to enforce this Agreement that results in a judgment against the Company for such amount, together with interest on the amount of any unpaid fee, cost or expense at the publicly announced prime rate of Citibank, N.A. from the date such fee, cost or expense was required to be paid to (but excluding) the payment date. In no event shall the Company be required to pay more than one Termination Fee.

Appears in 1 contract

Samples: Agreement and Plan of Merger (FTS International, Inc.)

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