Parent Fee. (a) In the event that this Agreement is terminated pursuant to (a) Section 10.01(h) or (b) Section 10.01(e) or Section 10.01(f) at a time when the Member had a right to terminate this Agreement pursuant to Section 10.01(h), Parent will pay to the Member, prior to or concurrent with such termination, in the case of a termination by Parent, or within three (3) Business Days thereafter, in the case of a termination by the Member, $4,500,000 (the “Parent Intervening Event Fee”).
Parent Fee. (a) The Parties hereby acknowledge and agree that, notwithstanding anything in the Consortium Agreement to the contrary and subject to Section 4(b), if (x) the 2019B Cayman SPA is terminated pursuant to its terms (except where such termination is caused by a breach by 2019B Cayman of the terms thereof), and (y) CITIC has paid or become liable to pay any amount to the Issuer with respect to the Parent Fee pursuant to the terms of the Limited Guarantees (such amount, the “Applicable Fee”), PWM shall pay to 2019B Cayman the amount of the PWM Parent Fee (as defined in Schedule A hereto), which payment shall be made pursuant to the following:
Parent Fee. The Parent Fee shall be paid out from the Escrow Assets promptly, but no later than thirty (30) days, after submission of a reasonably detailed invoice to each of the Committee Members (assuming there are no reasonable objections from a majority of the Committee Members). The Committee Members shall confirm in writing that a majority of them have no reasonable objections (or provide any such objections) within fifteen (15) days of receipt. If there is no such reasonable objection, the Company shall instruct the Escrow Agent to cause the amounts described in the foregoing sentence to be paid by wire transfer to an account designated by the Company.
Parent Fee. (a) The Parties acknowledge that (i) CBPO Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Parent”), CBPO Group Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands and a wholly-owned subsidiary of Parent (“Merger Sub”) and the Issuer are negotiating and may enter into an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which Merger Sub will merge with and into the Issuer (the “Merger”), with the Issuer surviving the Merger as a direct wholly-owned subsidiary of Parent; and (ii) concurrently with the execution and delivery of the Merger Agreement, certain members of the Consortium will provide limited guarantees to the Issuer, each to guarantee a certain percentage of the Parent’s obligation to pay any termination fee and certain other amounts payable to the Issuer pursuant to the terms of the Merger Agreement (the “Parent Obligation”).
Parent Fee. (a) The Company hereby agrees to pay Parent, subject to the terms and conditions of this Section 7.03, upon the occurrence of the events specified in this Section, a fee (the "Parent Fee") of $3,400,000 plus actual, documented and reasonable out-of-pocket expenses, relating to the transactions contemplated by this Agreement (including, but not limited to, reasonable fees and expenses of counsel and accountants and out-of-pocket expenses (but not fees of financial advisors)), but in no event shall expenses in excess $425,000 be reimbursed.
Parent Fee. (a) The Parties hereby acknowledge and agree that, notwithstanding anything in the Consortium Agreement to the contrary and subject to Section 4(b), if (x) the BFL SPA is terminated pursuant to its terms (except where such termination is caused by a breach by BFL of the terms thereof), and (y) BFL or Neptune (as the case may be) has paid or become liable to pay any amount to the Issuer with respect to the Parent Fee pursuant to the terms of the SPV LG (such amount, the “Applicable Fee”), PWM shall pay to BFL or Neptune (as the case may be) the amount of the PWM Parent Fee (as defined in Schedule A hereto), which payment shall be made pursuant to the following:
Parent Fee. Section 8.03(d)(i) Parent Permits.................................................... Section 4.06
Parent Fee. (a) The Parties hereby acknowledge and agree that, notwithstanding anything in the Consortium Agreement to the contrary and subject to Section 4(b), if (x) the BTL SPA is terminated pursuant to its terms (except where such termination is caused by a breach by BTL of the terms thereof), and (y) BTL or CPE (as the case may be) has paid or become liable to pay any amount to the Issuer with respect to the Parent Fee pursuant to the terms of the SPV LG (such amount, the “Applicable Fee”), PWM shall pay to BTL or CPE (as the case may be) the amount of the PWM Parent Fee (as defined in Schedule A hereto), which payment shall be made pursuant to the following:
Parent Fee. If this Agreement is terminated by DSLT under Section 12.01(a) because of breach of the covenant set forth in Section 7.06, or by DSLT under Section 12.01(c) due to failure of the condition precedent to the obligations of DSLT set forth in Section 10.08, or by DSLT under Section 12.01(e) due to the failure of the condition precedent to the obligations of DSLT set forth in Section 10.09, or by Parent or Sub under Section 12.01(d) due to failure of the condition precedent to the obligations of Parent and Sub set forth in Section 9.09, then, in any of such events, Parent will pay to DSLT a non-refundable fee of $1.5 million by wire transfer of immediately available funds to an account designated by DSLT in writing. If this Agreement is terminated by DSLT under Section 12.01(c) due to the failure of the condition precedent to the obligations of DSLT set forth in Section 10.10, and if the Parent Share Value as of the date of termination of this Agreement by DSLT is less than $7.25, then Parent shall reimburse DSLT for its reasonable out-of- pocket costs and professional fees incurred in connection with the matters contemplated by this Agreement, in an amount not to exceed $250,000 in the aggregate, by wire transfer of immediately available funds to an account designated by DSLT in writing.
Parent Fee. The Parent Fee shall be paid out from the Escrow Assets promptly, but no later than 30 days, after submission of a reasonably detailed invoice to each of the Committee Members (assuming there are no reasonable objections from a majority of the Committee Members). The Paying Agent shall cause the amounts described in the foregoing sentence to be paid by wire transfer to an account designated by the Company.
