Payment of Success Fee. Any Success Fee to which you become entitled hereunder shall be paid in the same forms (i.e., in cash, stock and/or other property) and in the same proportions as the Aggregate Gross Proceeds are paid by the acquirer in such Covered Transaction to Ambit’s stockholders or Ambit, as applicable. Any securities that are issued to you as part of a Success Fee payment will be subject to the same or similar restrictions as imposed by the acquiring company on the securities distributed to Ambit’s stockholders or Ambit, as applicable, on the terms set forth in the agreement pursuant to which the Covered Transaction occurs. Except as provided in subsections (iii) and (iv) below, any Success Fee to which you become entitled hereunder shall be paid within ten (10) business days after the Aggregate Gross Proceeds are paid to Ambit’s stockholders and holders of options, warrants or other rights to Preferred or Common Stock Preferred or, in the case of an asset sale, are paid to Ambit, but in no event later than thirty (30) days following the Closing (defined below) of the Covered Transaction.
Payment of Success Fee. Any Success Fee to which you become entitled hereunder shall be paid in the same forms (i.e., in cash, stock and/or other property) and in the same proportions as the Aggregate Gross Proceeds are paid by the acquirer in such Ambit Biosciences Corporation 0000 Xxxxxxxx Xxxxxx Xxxxxxxxx San Diego, CA 92121 tel 000-000-0000 fax 000-000-0000 xxx.xxxxxxxx.xxx Covered Transaction to Ambit’s stockholders or Ambit, as applicable. Any securities that are issued to you as part of a Success Fee payment will be subject to the same or similar restrictions as imposed by the acquiring company on the securities distributed to Ambit’s stockholders or Ambit, as applicable, on the terms set forth in the agreement pursuant to which the Covered Transaction occurs. Except as provided in subsections (iii) and (iv) below, any Success Fee to which you become entitled hereunder shall be paid within ten (10) business days after the Aggregate Gross Proceeds are paid to Ambit’s stockholders and holders of options, warrants or other rights to Preferred or Common Stock Preferred or, in the case of an asset sale, are paid to Ambit, but in no event later than thirty (30) days following the Closing (defined below) of the Covered Transaction.
Payment of Success Fee. Banyan agrees to pay BEP a “success fee” for the support services provided by BEP under this Agreement (the “Success Fee”). If Banyan acquires more than 50% of the assets or capital stock of any company (the “Acquired Company”) during the term of this Agreement, or within the one-year period following termination of this Agreement, then Banyan will pay to BEP, within five days of the closing of the acquisition, the Success Fee. The Success Fee will equal 2% of the cash purchase price paid by Banyan to the seller(s) for the assets or capital stock of the Acquired Company on the closing date. The Success Fee will not be adjusted by non-cash payments, the assumption of liabilities or post-closing adjustments.
Payment of Success Fee. Borrowers hereby agree that, upon consummation of the Business Combination Transactions, Borrowers will pay to Bank a fee of $650,000 in full satisfaction of the success fee described in Section 2.5(c) of the Loan Agreement.
Payment of Success Fee. Borrower hereby agrees that it shall pay Agent, for the ratable benefit of all Lenders, a success fee equal to $3,250,000, $300,000 of which (the "INITIAL INSTALLMENT") shall be due and payable immediately upon execution and delivery of this Amendment and the balance of which, equaling $2,950,000 (the "FEE BALANCE"), shall be fully earned upon execution and delivery of this Amendment and shall be due and payable in cash, in full, upon the earliest to occur of (i) the Expiry Date (as defined as of the date hereof), (ii) the occurrence of an Event of Default, or (iii) the repayment in full of the Obligations (whether by a refinancing thereof or otherwise). Notwithstanding the foregoing to the contrary, (A) Borrower shall receive a credit against its obligation to pay the Initial Installment for each dollar of the Extension Fee paid to and received by Agent pursuant to the terms of the Tenth Amendment, and (B) the Fee Balance shall be reduced to (i) $2,450,000 upon satisfaction of the Minimum Marketing Requirement, (ii) $2,200,000 upon receipt of an acceptable Letter of Intent as described in Section (C)(e) above, and (iii) $1,700,000 upon repayment of the Obligations in full on or before April 30, 2002. The Fee Balance shall accrue interest, calculated on a basis of 360 days for the actual days elapsed, from and after the date hereof until paid in full, at a rate equal to ten percent (10%) per annum. Any accrued interest shall be payable on the date any principal portion of such fee is payable. Notwithstanding anything contained in the Loan Documents or the Subordinated Participation Agreement to the contrary, the success fee contemplated by this paragraph D shall not be deemed to be proceeds, repayments or earnings related to the Term Loan and the Purchasers (as defined in the Subordinated Participation Agreement) shall have no right to receive any portion of or direct benefit from the payment by Borrower of such success fee. Agent hereby acknowledges receipt of the Extension Fee in the amount of $100,000. The success fee, when paid, shall be treated by Borrower as an interest expense for purposes of calculating EBIDAT. The provisions of this Paragraph D replace and supercede the terms and provisions of Section 1.7 of the Sixth Amendment and any provisions of the Loan Documents amended thereby. Notwithstanding anything herein to the contrary, after the payment of the Initial Installment the rights of Agent and Lenders to receive the remaining Fee Balance co...
Payment of Success Fee. Section 3.6 of the May Waiver is amended to delete such Section in its entirety, and replace the title thereof with “Intentionally Omitted.”
Payment of Success Fee. Borrower shall have paid, as and when due, the Success Fee specified in Section 9. For the avoidance of doubt, the failure of any of the conditions set forth in this Section 10, unless waived by PFG in its sole discretion, shall, inter alia, automatically revert the Liquidity Ratio financial covenant thresholds referred to in Section 3.1 hereof to the levels set in the Prior Modification and otherwise constitute an Event of Default for which, notwithstanding anything to the contrary set forth in the Loan Agreement, as amended, the cure period for payment defaults shall be one (1) Business Day and for non-monetary Obligation defaults, shall be five (5) Business Days.
Payment of Success Fee. CWC hereby agrees that, if requested in ---------------------- writing by the Board of Directors of the Company, he shall actively participate, through duties and responsibilities assigned to CWC by the Board of Directors of the Company, in the negotiation, structuring and/or closing of a transaction or a series of related transactions, if any, approved by the Board of Directors of the Company which are a tender or exchange offer, merger, reorganization, consolidation or other business combination that directly result in the sale or other disposition of all or substantially all of the assets of the Company or a sale of all or substantially all of the issued and outstanding stock of the Company (a "Transaction"). If the Board of Directors of the Company requests in writing that CWC participate in the Transaction and subject to Section 3 hereof, for compensation for all of such services rendered by CWC in connection with such Transaction, the Company shall pay CWC an amount equal to eighty three and one-third percent (83 1/3%) of two-thirds of one percent (1%) of the Aggregate Value (as defined in Section 2 hereof) of the Transaction (the "Success Fee") by wire transfer of immediately available funds to an account designated by CWC on the closing date (the "Effective Time") of such Transaction.
Payment of Success Fee. If a Transaction* is consummated with a Prospect, Client shall pay Capital a fee (the “Success Fee”) based on the total Purchase Price of the Transaction paid by the Client. The total price includes payments in cash, cash equivalents, notes made to Prospect or successor beneficiaries, all non-working capital liabilities assumed by Client, earn-outs, royalties, real and personal property given, leased or exchanged, equipment and/or intellectual properties given, leased or exchanged, license fees, and stock or other securities that are given as consideration in a Transaction (the “Purchase Price”). The amount of the Success Fee shall be based on the total Purchase Price as defined above and shall be calculated as follows: ● 5% of Purchase Price for Prospects that Capital initially identifies to Client, or ● 4% of Purchase Price for Prospects that Client initially identifies to Capital The Success Fee is to be paid to Capital in certified funds or wire transfer at the closing. The value of the Purchase Price will be its face value, without discount for the timing of the receipt. The Purchase Price in any re-capitalization Transaction, upon which the Success Fee will be calculated, shall be based upon the total consideration, including the economic benefit attributable to any cash, and/or debt, equity equivalent securities acquired and/or retained by Prospect as a result of the Transaction. In any event, the total fee to be paid to Capital at closing in connection with any specific Transaction shall not be less than $250,000. The portion of the Success Fee attributable to an Earn-out or Royalty (i.e., financial instruments or agreements whose value at closing cannot be determined due to their being based solely on the future performance or earnings) may be deferred until the Earn-out or Royalty is paid (subject only to the $250,000 minimum fee due at closing). * For purposes of calculating the Success Fee, it shall be the same irrespective of the form of the Transaction, whether it is consummated as an asset purchase, stock purchase, or exchange.
Payment of Success Fee. The Director hereby agrees to actively ---------------------- participate, through duties and responsibilities assigned to the Director by the Board of Directors of the Company, in the negotiation, structuring and closing of a transaction or a series of related transactions, if any, approved by the Board of Directors of the Company which are a tender or exchange offer, merger, reorganization, consolidation or other business combination that directly result in the sale or other disposition of all or substantially all of the assets of the Company or a sale of all or substantially all of the issued and outstanding stock of the Company (a "Transaction"). Subject to Section 3 hereof, for compensation for all of such services rendered by the Director in connection with such Transaction, the Company shall pay the Director an amount equal to eighty three and one-third percent (83 1/3%) of two-thirds of one percent (1%) of the Aggregate Value (as defined in Section 2 hereof) of the Transaction (the "Success Fee") by wire transfer of immediately available funds to an account designated by the Director on the closing date (the "Effective Time") of such Transaction. Notwithstanding anything to the contrary contained herein, the Company shall be obligated to pay such Success Fee only if the Director is either employed by the Company or is a member of the Board of Directors of the Company at the Effective Time of a Transaction; provided, however, that the -------- ------- Company shall be obligated to make such payment to the Director if the Effective Time occurs within three (3) months of the date on which the Director ceases to neither be an employee nor a Director of the Company, unless such occurrence is due to the Director's resignation as an employee or member of the Board of Directors of the Company, as applicable, in which case no payment hereunder shall be due the Director.
