Fee Payable by Diageo Sample Clauses

Fee Payable by Diageo. In the event that this Agreement is terminated by General Mills or Diageo pursuant to Section 10.1(d)(ii), Diageo shall pay to Xxxxxal Mills a termination fee of $105 million; provided that in the event txxx xt the time of the Diageo Shareholders Meeting an Acquisition Proposal or a Business Combination Proposal with respect to Diageo shall have been publicly announced or otherwise become known to the shareholders of Diageo generally, the fee payable by Diageo to General Mills pursuant to this sentence shall be increased to $315 million. Ix xxx event that General Mills terminates this Agreement pursuant to Section 10.1(e)(i), Diagex xxxll pay to General Mills a termination fee of $315 million.
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Fee Payable by Diageo. In the event that this Agreement is terminated by General Xxxxx or Diageo pursuant to Section 10.1(d)(ii), Diageo shall pay to General Xxxxx a termination fee of $105 million; provided that in the event that at the time of the Diageo Shareholders Meeting an Acquisition Proposal or a Business Combination Proposal with respect to Diageo shall have been publicly announced or otherwise become known to the shareholders of Diageo generally, the fee payable by Diageo to General Xxxxx pursuant to this sentence shall be increased to $315 million. In the event that General Xxxxx terminates this Agreement pursuant to Section 10.1(e)(i), Diageo shall pay to General Xxxxx a termination fee of $315 million. (c)

Related to Fee Payable by Diageo

  • Expenses Payable by the Adviser The Adviser shall pay all expenses which it may incur in performing its duties under Paragraph 1 hereof and shall reimburse the Fund for any space leased by the Fund and occupied by the Adviser. In the event the Fund shall qualify shares of the Series for sale in any jurisdiction, the applicable statutes or regulations of which expressly limit the amount of the Series’ total annual expenses, the Adviser agrees to reduce its annual investment advisory fee for the Series, to the extent that such total annual expenses (other than brokerage commissions and other capital items, interest, taxes, distribution fees, extraordinary items and other excludable items, charges, costs and expenses) exceed the limitations imposed on the Series by the most stringent regulations of any such jurisdiction.

  • Expenses; Termination Fees (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.

  • Brokers’ Fees; Transaction Fees Except for fees payable to Agent and Lenders, none of the Credit Parties or any of their respective Subsidiaries has any obligation to any Person in respect of any finder’s, broker’s or investment banker’s fee in connection with the transactions contemplated hereby.

  • Expenses Payable in Advance Expenses incurred by a director or officer in defending or investigating a threatened or pending action, suit or proceeding shall be paid by the Corporation in advance of the final disposition of such action, suit or proceeding upon receipt of an undertaking by or on behalf of such director or officer to repay such amount if it shall ultimately be determined that he is not entitled to be indemnified by the Corporation as authorized in this Article VIII.

  • Termination Fees and Expenses (a) The Company agrees that:

  • Expenses; Termination Fee (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.

  • Certain Expenses The Company shall pay on demand all expenses incurred by the Holder, including reasonable attorneys' fees and expenses, as a consequence of, or in connection with (x) any amendment or waiver of this Note or any other Transaction Document, (y) any default or breach of any of the Company’s obligations set forth in the Transaction Documents and (z) the enforcement or restructuring of any right of, including the collection of any payments due, the Holder under the Transaction Documents, including any action or proceeding relating to such enforcement or any order, injunction or other process seeking to restrain the Company from paying any amount due the Holder.

  • Termination Fee and Expenses (a) In the event that:

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