Common use of Payments; Default Clause in Contracts

Payments; Default. The Parties acknowledge that the agreements contained in this Section 7.3 are an integral part of this Agreement, and that, without these agreements, the Parties would not enter into this Agreement. Accordingly, if either Party fails to promptly pay any amount due pursuant to Section 7.3 and, in order to obtain such payment, the payee Party commences an Action that results in a judgment against the payor Party for the amount set forth in Section 7.3 or any portion thereof, the payor Party will pay to the payee Party its reasonable and documented out-of-pocket fees, costs and expenses (including reasonable and documented attorneys’ fees) in connection with such Action, together with interest on such amount or portion thereof at the annual rate of equal to the prime rate as published in the Wall Street Journal in effect on the date that such payment or portion thereof was required to be made through the date that such payment or portion thereof was actually received, or a lesser rate that is the maximum permitted by applicable Law (collectively, the “Enforcement Expenses”). All payments under this Section 7.3 shall be made by the payor Party to the payee Party by wire transfer of immediately available funds to an account designated in writing by the payee Party.

Payments; Default. The Parties acknowledge that the agreements contained in this Section 7.3 are an integral part of this Agreement, and that, without these agreements, the Parties would not enter into this Agreement. Accordingly, if either Party fails to promptly pay any amount due pursuant to Section 7.3 and, in order to obtain such payment, the payee Party commences an Action that results in a judgment against the payor Party for the amount set forth in Section 7.3 or any portion thereof, the payor Party will pay to the payee Party its reasonable and documented out-of-pocket fees, costs and expenses (including reasonable and documented attorneys’ fees) in connection with such Action, together with interest on such amount or portion thereof at the annual rate of equal to 5% plus the prime rate as published in the Wall Street Journal in effect on the date that such payment or portion thereof was required to be made through the date that such payment or portion thereof was actually received, or a lesser rate that is the maximum permitted by applicable Law (collectively, the “Enforcement Expenses”). All payments under this Section 7.3 shall be made by the payor Party to the payee Party by wire transfer of immediately available funds to an account designated in writing by the payee Party.

Payments; Default. The Parties acknowledge that the agreements contained in this Section 7.3 8.3 are an integral part of this Agreementthe Merger, and that, without these agreements, the Parties would not enter into this Agreement. Accordingly, if either Party fails to promptly pay any amount due pursuant to Section 7.3 8.3 and, in order to obtain such payment, the payee Party commences an Action a Legal Proceeding that results in a judgment against the payor Party for the amount set forth in this Section 7.3 8.3 or any portion thereof, the payor Party will pay to the payee Party its reasonable and documented out-of-pocket feescosts, costs fees and expenses (including reasonable and documented attorneys’ fees) in connection with such ActionLegal Proceeding, together with interest on such amount or portion thereof at the annual rate of equal to five percent (5%) plus the prime rate as published in the The Wall Street Journal in effect on the date that such payment or portion thereof was required to be made through the date that such payment or portion thereof was actually received, or a lesser rate that is the maximum permitted by applicable Law (collectively, the “Enforcement Expenses”). All payments under this Section 7.3 8.3 shall be made by the payor Party to the payee Party by wire transfer of immediately available funds to an account designated in writing by the payee Party.

Payments; Default. The Parties acknowledge that the agreements contained in this Section 7.3 8.3 are an integral part of this Agreementthe Merger, and that, without these agreements, the Parties would not enter into this Agreement. Accordingly, if either Party the Company fails to promptly pay any amount due pursuant to Section 7.3 8.3(b) and, in order to obtain such payment, the payee Party Parent commences an Action a Legal Proceeding that results in a judgment against the payor Party Company for the amount set forth in Section 7.3 8.3(b) or any portion thereof, the payor Party Company will pay to the payee Party Parent its reasonable and documented out-of-pocket fees, costs and expenses (including reasonable and documented attorneys’ fees) in connection with such ActionLegal Proceeding, together with interest on such amount or portion thereof at the annual rate of equal to 5% plus the prime rate as published in the The Wall Street Journal in effect on the date that such payment or portion thereof was required to be made through the date that such payment or portion thereof was actually received, or a lesser rate that is the maximum permitted by applicable Law law (collectively, the “Enforcement Expenses”). All payments under this Section 7.3 8.3 shall be made by the payor Party Company to the payee Party Parent (or its designee) by wire transfer of immediately available funds to an account designated by Parent in writing by to the payee Party.Company. ​

Payments; Default. The Parties acknowledge that the agreements contained in this Section 7.3 8.3 are an integral part of this Agreementthe Merger, and that, without these agreements, the Parties would not enter into this Agreement. Accordingly, if either Party fails to promptly pay any amount due pursuant to Section 7.3 8.3 and, in order to obtain such payment, the payee Party commences an Action a Legal Proceeding that results in a judgment against the payor Party for the amount set forth in Section 7.3 8.3 or any portion thereof, the payor Party will pay to the payee Party its reasonable and documented out-of-pocket fees, costs and expenses (including reasonable and documented attorneys’ fees) in connection with such ActionLegal Proceeding, together with interest on such amount or portion thereof at the annual rate of equal to 5% plus the prime rate as published in the The Wall Street Journal in effect on the date that such payment or portion thereof was required to be made through the date that such payment or portion thereof was actually received, or a lesser rate that is the maximum permitted by applicable Law (collectively, the “Enforcement Expenses”). All payments under this Section 7.3 8.3 shall be made by the payor Party to the payee Party by wire transfer of immediately available funds to an account designated in writing by the payee Party.

Payments; Default. The Parties acknowledge that the agreements contained in this Section 7.3 8.3 are an integral part of this Agreementthe Merger, and that, without these agreements, the Parties would not enter into this Agreement. Accordingly, if either Party fails to promptly pay any amount due pursuant to Section 7.3 8.3 and, in order to obtain such payment, the payee Party commences an Action a Legal Proceeding that results in a judgment against the payor Party for the amount set forth in Section 7.3 8.3 or any portion thereof, the payor Party will pay to the payee Party its reasonable and documented out-of-pocket fees, costs and expenses (including reasonable and documented attorneys’ fees) in connection with such ActionLegal Proceeding, together with interest on such amount or portion thereof at the annual rate of equal to 5% plus the prime rate as published in the Wall Street Journal in effect on the date that such payment or portion thereof was required to be made through the date that such payment or portion thereof was actually received, or a lesser rate that is the maximum permitted by applicable Law (collectively, the “Enforcement Expenses”). All payments under this Section 7.3 8.3 shall be made by the payor Party to the payee Party by wire transfer of immediately available funds to an account designated in writing by the payee Party.

Payments; Default. The Parties acknowledge that the agreements contained in this Section 7.3 8.3 are an integral part of this Agreementthe Merger, and that, without these agreements, the Parties would not enter into this Agreement. Accordingly, if either Party fails to promptly pay any amount due pursuant to Section 7.3 8.3 and, in order to obtain such payment, the payee Party commences an Action a Legal Proceeding that results in a judgment against the payor Party for the amount set forth in Section 7.3 8.3 or any portion thereof, the payor Party will pay to the payee Party its reasonable and documented out-of-pocket fees, costs and expenses (including reasonable and documented attorneys’ fees) in connection with such ActionLegal Proceeding, together with interest on such amount or portion thereof at the annual rate of equal to 5% plus the prime rate as published in the The Wall Street Journal in effect on the date that such payment or portion thereof was required to be made through the date that such payment or portion thereof was actually received, or a lesser rate that is the maximum permitted by applicable Law (collectively, the “Enforcement Expenses”)law. All payments under this Section 7.3 8.3 shall be made by the payor Party to the payee Party by wire transfer of immediately available funds to an account designated in writing by the payee PartyParent.

Payments; Default. The Parties acknowledge that the agreements contained in this Section 7.3 9.3 are an integral part of the transactions contemplated by this Agreement, and that, without these agreements, the Parties would not enter into this Agreement. Accordingly, if either Party fails the Seller Parties fail to promptly pay any amount due pursuant to Section 7.3 9.3 and, in order to obtain such payment, the payee Party Buyer commences an Action that results in a judgment against the payor Party Seller Parties for the amount set forth in Section 7.3 9.3 or any portion thereof, thereof the payor Party Seller Parties will pay to the payee Party Buyer its reasonable and documented out-of-pocket fees, costs and expenses (including reasonable and documented attorneys’ fees) in connection with such Action, together with interest on such amount or portion thereof at the annual rate of equal to four percent (4%) plus the prime rate as published in the The Wall Street Journal in effect on the date that such payment or portion thereof was required to be made through the date that such payment or portion thereof was actually received, or a lesser rate that is the maximum permitted by applicable Law (collectivelyLaw, and the term “Enforcement Expenses”). All payments under Seller Parties Termination Fee” shall be increased to include any such additional amounts owed pursuant to this Section 7.3 shall be made by the payor Party to the payee Party by wire transfer of immediately available funds to an account designated in writing by the payee Party9.3(f).