Common use of Interest and Costs; Other Remedies Clause in Contracts

Interest and Costs; Other Remedies. The Company acknowledges that the agreements contained in this Section 8.3(b) are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, Parent would not enter into this Agreement; accordingly, if the Company fails to pay in a timely manner the amounts due pursuant to this Section 8.3(b), and, in order to obtain such payment, Parent makes a claim that results in a judgment against the Company for the amounts set forth in this Section 8.3(b), the Company shall pay to Parent its reasonable costs and expenses (including reasonable attorneys' fees and expenses) in connection with such suit, together with interest on the amounts set forth in this Section 8.3(b) at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made. Payment of the fees described in this Section 8.3(b) shall not be in lieu of damages incurred in the event of breach of this Agreement.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Acxiom Corp), Agreement and Plan of Merger (Paravant Inc), Agreement and Plan of Merger (DRS Technologies Inc)

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Interest and Costs; Other Remedies. The Company acknowledges that the agreements contained in this Section 8.3(b7.3(b) are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, Parent would not enter into this Agreement; accordingly, if the Company fails to pay in a timely manner the amounts due pursuant to this Section 8.3(b7.3(b), and, in order to obtain such payment, Parent makes a claim that results in a judgment against the Company for the amounts set forth in this Section 8.3(b7.3(b), the Company shall pay to Parent its the reasonable costs and expenses of Parent (including reasonable attorneys' fees and expenses) in connection with such suit, together with interest on the amounts set forth in this Section 8.3(b7.3(b) at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made. Payment of the fees described in this Section 8.3(b7.3(b) shall not be in lieu of damages incurred in the event of breach of this Agreement.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Tarantella Inc), Agreement and Plan of Merger (Coherent Inc), Agreement and Plan of Merger (Sun Microsystems, Inc.)

Interest and Costs; Other Remedies. The Company acknowledges that the agreements contained in this Section 8.3(b7.3(b) are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, Parent the other party hereto would not enter into this Agreement; accordingly, if the Company fails to pay in a timely manner the amounts due pursuant to this Section 8.3(b7.3(b), and, in order to obtain such payment, Parent makes a claim that results in a judgment against the Company for the amounts set forth in this Section 8.3(b)Company, the Company shall pay to Parent its the reasonable costs and expenses (including reasonable attorneys' fees and expenses) of Parent in connection with such suit, together with interest on the amounts set forth in this Section 8.3(b7.3(b) at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made. Payment of the fees described in this Section 8.3(b7.3(b) shall not be in lieu of damages incurred in the event of breach of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Yahoo Inc), Agreement and Plan of Merger (Overture Services Inc)

Interest and Costs; Other Remedies. The Company acknowledges that the agreements contained in this Section 8.3(b7.3(b) are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, Parent would not enter into this Agreement; accordingly, if the Company fails to pay in a timely manner the amounts due pursuant to this Section 8.3(b7.3(b), and, in order to obtain such payment, Parent makes a claim that results in a judgment against the Company for the amounts set forth in this Section 8.3(b7.3(b), the Company shall pay to Parent its the reasonable costs and expenses of Parent (including reasonable attorneys' fees and expenses) in connection with such suit, together with interest on the amounts set forth in this Section 8.3(b7.3(b) at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made. Payment of the fees described in this Section 8.3(b7.3(b) shall not be in lieu of damages incurred in the event of breach of this AgreementAgreement to the extent provided in clause (ii) of the second sentence of Section 7.2.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Seebeyond Technology Corp), Agreement and Plan of Merger (Sun Microsystems, Inc.)

Interest and Costs; Other Remedies. The Company acknowledges that the agreements contained in this Section 8.3(b) are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, Parent would not enter into this Agreement; accordingly, if the Company fails to pay in a timely manner the amounts due pursuant to this Section 8.3(b), and, in order to obtain such payment, Parent makes a claim that results in a judgment against the Company for the amounts set forth in this Section 8.3(b), the Company shall pay to Parent its the reasonable costs and expenses of Parent (including reasonable attorneys' fees and expenses) in connection with such suit, together with interest on the amounts set forth in this Section 8.3(b) at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made. Payment of the fees described in this Section 8.3(b) shall not be in lieu of damages incurred in the event of breach of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Quantum Corp /De/), Agreement and Plan of Merger (Advanced Digital Information Corp)

Interest and Costs; Other Remedies. The Company acknowledges that the agreements contained in this Section 8.3(b8.03(b) are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, Parent would not enter into this Agreement; accordingly, if either the Company fails to pay in a timely manner the amounts due pursuant to this Section 8.3(b8.03(b), and, in order to obtain such payment, Parent makes a claim that results in a judgment against the Company for the amounts amount set forth in this Section 8.3(b8.03(b), the Company shall pay to Parent its reasonable costs and expenses (including reasonable attorneys' fees and expenses) in connection with such suit, together with interest on the amounts set forth in this Section 8.3(b) 8.03 at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made. Payment of the fees fee described in this Section 8.3(b8.03(b) shall not be in lieu of damages incurred in the event of breach of this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Globalive Communications Corp.), Agreement and Plan of Merger (Yak Communications Inc)

Interest and Costs; Other Remedies. The Company acknowledges that the agreements contained in this Section 8.3(b7.3(b) are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, Parent would not enter into this Agreement; accordingly, if the Company fails to pay in a timely manner the amounts due pursuant to this Section 8.3(b7.3(b), and, in order to obtain such payment, Parent makes a claim that results in a judgment against the Company for the amounts set forth in this Section 8.3(b7.3(b), the Company shall pay to Parent its the reasonable costs and expenses of Parent (including reasonable attorneys' fees and expenses) in connection with such suit, together with interest on the amounts set forth in this Section 8.3(b7.3(b) at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made. Payment of the fees described in this Section 8.3(b7.3(b) shall not be in lieu of damages incurred in the event of breach of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Scientific Technologies Inc)

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Interest and Costs; Other Remedies. The Company acknowledges that the agreements contained in this Section 8.3(b) are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, Parent would not enter into this Agreement; accordingly. Accordingly, if the Company fails to pay in a timely manner the amounts due pursuant to this Section 8.3(b), ) and, in order to obtain such payment, Parent makes a claim that results in a judgment against the Company for the amounts set forth in this Section 8.3(b), the Company shall pay to Parent its the reasonable costs and expenses of Parent (including reasonable attorneys' fees and expenses) in connection with such suit, together with interest on the amounts set forth in due pursuant to this Section 8.3(b) at the highest prime rate of Citibank, N.A. in effect on any date from the date such payment was required to be made until the date on which such payment is actually made. Payment of the fees described in this Section 8.3(b) shall not be in lieu of damages incurred in the event of breach of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Direct General Corp)

Interest and Costs; Other Remedies. The Company acknowledges that the agreements contained in this Section 8.3(b7.3(b) are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, Parent would not enter into this Agreement; accordingly, if the Company fails to pay in a timely manner the amounts due pursuant to this Section 8.3(b7.3(b), and, in order to obtain such payment, Parent makes a claim that results in a judgment against the Company for the amounts set forth in this Section 8.3(b7.3(b), the Company shall pay to Parent its the reasonable costs and expenses of Parent (including reasonable attorneys' fees and expenses) in connection with such suit, together with interest on the amounts set forth in due pursuant to this Section 8.3(b7.3(b) at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made. Payment of the fees described in this Section 8.3(b7.3(b) shall not be in lieu of damages incurred in the event of breach of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Visa Inc.)

Interest and Costs; Other Remedies. The Company acknowledges that the agreements contained in this Section 8.3(b7.3(b) are an integral part parts of the transactions contemplated by this Agreement, and that, without these agreements, Parent would not enter into this Agreement; accordingly. Accordingly, if the Company fails to pay in a timely manner the amounts due pursuant to this Section 8.3(b7.3(b), and, in order to obtain such payment, Parent makes a claim that results in a judgment against the Company for the amounts set forth in this Section 8.3(b7.3(b), the Company shall pay to Parent its reasonable costs and expenses (including reasonable attorneys' fees and expenses) in connection with such suit, together with interest on the amounts set forth in this Section 8.3(b7.3(b) at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made. Payment of the fees described in this Section 8.3(b7.3(b) shall not be in lieu of damages incurred in the event of breach of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vantagemed Corp)

Interest and Costs; Other Remedies. The Company acknowledges that the agreements contained in this Section 8.3(b7.3(b) are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, Parent would not enter into this Agreement; accordingly, if the Company fails to pay in a timely manner the amounts due pursuant to this Section 8.3(b7.3(b), and, in order to obtain such payment, Parent makes a claim that results in a judgment against the Company for the amounts set forth in Table of Contents this Section 8.3(b7.3(b), the Company shall pay to Parent its the reasonable costs and expenses of Parent (including reasonable attorneys' fees and expenses) in connection with such suit, together with interest on the amounts set forth in due pursuant to this Section 8.3(b7.3(b) at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made. Payment of the fees described in this Section 8.3(b7.3(b) shall not be in lieu of damages incurred in the event of breach of this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cybersource Corp)

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