Common use of Change of Recommendation Clause in Contracts

Change of Recommendation. In the event that this Agreement is terminated by Parent pursuant to Section 7.1(f), (i) the Company shall promptly, but in no event later than two (2) business days after the date of such termination, pay Parent a fee equal to One Million Five Hundred Thousand ($1,500,000), and (ii) in the event either (A) within twelve (12) months following such termination of this Agreement the Company enters into an agreement providing for an Acquisition of the Company or (B) within twelve (12) months following such termination of this Agreement an Acquisition of the Company is consummated, , then upon the earlier to occur of the events described in clause (A) or (B) above, the Company shall promptly, but in no event later than two (2) business days after the date of such event, pay Parent a fee equal to Three Million Dollars ($3,000,000) in immediately available funds.

Change of Recommendation. In the event that this Agreement is terminated by Parent the Company pursuant to Section 7.1(f7.1(g), (i) the Company Parent shall promptly, but in no event later than two (2) business days after the date of such termination, pay Parent the Company a fee equal to One Million Five Hundred Thousand ($1,500,000), and (ii) in the event either (A) within twelve (12) months following such termination of this Agreement the Company Parent enters into an agreement providing for an Acquisition of the Company Parent or (B) within twelve (12) months following such termination of this Agreement an Acquisition of the Company Parent is consummated, , then upon the earlier to occur of the events described in clause (A) or (B) above, the Company Parent shall promptly, but in no event later than two (2) business days after the date of such event, pay Parent the Company a fee equal to Three Million Dollars ($3,000,000) in immediately available funds.