Optional Early Termination. CSN OVERSEAS has the rigtht to Early Terminate this Transaction, in whole or in part, provided that CSN OVERSEAS shall issue an Early Termination Notice addressed to POBT. CSN OVERSEAS hereby acknowledges that any such Early Termination may materially adverse affect the Final Price for the Shares due to market conditions and the number of Shares requested throught an Early Termination Notice, being agreed that the Calculation Agent will determine the Final Price. In case of a partial Early Termination the parties agree to sign an amendment in order to make the proper ajustments to this transaction and reflect therefrom such Early Termination. Early Termination Settlement Amount: The amount agreed between the parties.
Optional Early Termination. From time to time and on any Exchange Business Day following the closing of the Business Combination (any such date, an “OET Date”), and subject to the terms and conditions below, Seller may, in its absolute discretion, terminate the Transaction in whole or in part with respect to any number of Public Shares by giving notice of such termination and the specified number of Shares (such quantity, the “Terminated Shares”). As of each OET Date, Buyer shall be entitled to an amount from Seller, and the Seller shall pay to Buyer from the escrow account, an amount equal to the product of (i) the quotient of (a) the Terminated Shares divided by (b) the Public Shares, multiplied by (ii) the value of the escrow account at such OET Date. For example, if the Seller terminates with respect to 50% of the Public Shares as of an OET Date, 50% of value of the escrow account as of such OET Date will be released to the Buyer.
Optional Early Termination. From time to time and on any Exchange Business Day following the date of the closing of the Business Combination (any such date, an “OET Date”) and subject to the terms and conditions below, Seller may, in its absolute discretion, terminate the Transaction in whole or in part so long as Seller provides written notice to Counterparty (the “OET Notice”) no later than the later of (a) the third Local Business Day following the OET Date and (b) the first Payment Date after the OET Date, which shall specify the quantity by which the Number of Shares is to be reduced (such quantity, the “Terminated Shares”). The effect of an OET Notice given shall be to reduce the Number of Shares by the number of Terminated Shares specified in such OET Notice with effect as of the related OET Date. As of each OET Date, Counterparty shall be entitled to an amount from Seller equal to the product of (x) the number of Terminated Shares and (y) the Reset Price in respect of such OET Date (an “Early Termination Obligation”); the remainder of the Transaction, if any, shall continue in accordance with its terms; provided that if the OET Date is also the stated Valuation Date, the remainder of the Transaction shall be settled in accordance with the other provisions of “Settlement Terms.” Seller shall pay to Counterparty any and all unsatisfied Early Termination Obligations, calculated as of the last day of each calendar month, on the first Local Business Day following such day. Maturity Consideration At the Maturity Date, Seller shall be entitled to (1) the product of the Shares then held by Seller multiplied by the Forward Price, and (2) an amount, in cash or Shares at the sole discretion of Counterparty, equal to (a) in the case of cash, the product of (i)(x) the Maximum Number of Shares less (y) the number of Terminated Shares and (ii) $2.00 (the “Maturity Cash Consideration”) and (b) in the case of Shares, (i) the Maturity Cash Consideration divided by (ii) the VWAP Price for the 30 Scheduled Trading Days prior to the Maturity Date.
Optional Early Termination. The following optional early termination provision will apply to the Non-Hedging Party and [will][will not]45 apply to the Hedging Party: Break Funding Recovery: [Applicable][Not Applicable]46.
Optional Early Termination. The following optional early termination provisions will apply to the Non-Hedging Party and will apply to the Hedging Party (each, an “OET Electing Party”):
Optional Early Termination. At any time upon 10 Business Days’ notice, Party B may declare an Early Termination Date in respect of this Transaction with Party B being the sole Affected Party.
Optional Early Termination. Notwithstanding anything to the contrary in the Definitions or the Agreement, the parties hereby agree to the following Optional Early Termination provisions: Party B shall have the right (but not the obligation) to terminate any Transaction hereunder, in whole or in part, effective as of any Business Day (the “Optional Early Termination Date”), by providing Party A with notice of its exercise of this right one Business Days prior to the Optional Early Termination Date. This notice shall be irrevocable and may be given orally, including by telephone. Such notice shall be followed by a written confirmation confirming the substance of any telephonic notice before the close of business on the Business Day that telephonic notice is provided. Such Transaction shall be terminated in accordance with Section 6(e)(ii)(1) (without the occurrence of a Termination Event or an Event of Default) such that the amount payable (the “Cash Settlement Amount”) will be determined by the Calculation Agent as if the party electing to terminate such Transaction were the sole Affected Party. The Calculation Agent shall determine such Cash Settlement Amount in good faith and in a commercially reasonable manner in accordance with normal market practice in the relevant market, taking into account market conditions at such time. Party B acknowledges and agrees * Delete as applicable that market value used to calculate such Cash Settlement Amount may not correspond with closing prices of a commodity index or the futures components of a commodity index, particularly during a period of disrupted market conditions. Such determination shall be made on the Optional Early Termination Date. Party A or Party B (as determined by the Calculation Agent) shall pay to the other party the Cash Settlement Amount on the second Business Day following the Optional Early Termination Date. Once the Cash Settlement Amount has been fully and finally paid, then all rights, duties and obligations of the parties under and with respect to such Transaction, or part of such Transaction, as applicable, shall terminate.
Optional Early Termination. Applicable Option Style: European Exercise Business Day: New York, London PROCEDURE FOR EXERCISE Expiration Date: Five Exercise Business Days preceding 31 January 2010
Optional Early Termination. Applicable, provided that no Event of Default or Potential Event of Default with respect to the Exercising Party shall have occurred and be continuing. Option Style: European Exercise Business Day: New York and London
Optional Early Termination. At its option, SMC may terminate this Agreement by notifying Union Miniere in writing at least one hundred and eighty (180) days in advance of the date of such termination. In the event of such optional termination as provided in this Section 3.2, SMC shall pay to Union Miniere (in addition to payment of charges due in accordance with Section 11 for processing already performed), as liquidated damages and not as a penalty, an amount of money indicated for the respective period during which the date of such termination occurs as follows: Period during which Amount Date of Termination Occurs ($US) -------------------------- --------- Effective date through December 31, 1996 3,500,000 January 1, 1997 through December 31, 1997 2,800,000 January 1, 1998 through December 31, 1998 2,000,000 January 1, 1999 through December 31, 1999 1,400,000 January 1, 2000 through December 31, 2000 700,000 The liquidated damages provided for herein shall be Union Miniere's sole and exclusive remedy for SMC's optional early termination of this Agreement in accordance with this Section 3.2.
