Termination Fees; Expense Reimbursement. (a) In the event that this Agreement is terminated by (i) Parent pursuant to Section 10.1(c)(i) (Company Adverse Recommendation Change), (ii) the Company pursuant to Section 10.1(d)(ii) (Superior Proposal) or (iii) Parent or the Company pursuant to Section 10.1(b)(iii) (No Company Stockholder Approval) and at the time of such termination pursuant to Section 10.1(b)(iii) (No Company Stockholder Approval), Parent had the right to terminate this Agreement pursuant to Section 10.1(c)(i) (Company Adverse Recommendation Change), then, in each case, the Company shall pay to Parent a fee in the amount of $8,000,000 (the “Company Termination Fee”) at or prior to the termination of this Agreement in the case of a termination described in clause (ii) or as promptly as practicable (and, in any event, within two (2) Business Days following such termination) in the case of a termination described in clause (i) or (iii).
Appears in 4 contracts
Samples: Agreement and Plan of Merger (U.S. Well Services, Inc.), Agreement and Plan of Merger (U.S. Well Services, Inc.), Agreement and Plan of Merger (ProFrac Holding Corp.)
