Special Termination Fee definition

Special Termination Fee means $1,450,000.
Special Termination Fee set forth in Section 8.1 of the Merger Agreement is hereby amended to read in its entirety as follows:
Special Termination Fee means the sum of $500,000 in U.S. currency.

Examples of Special Termination Fee in a sentence

  • Owner shall have the right to terminate this Agreement, without cause, at any time upon at least ninety (90) days prior written notice to Manager and the payment to Manager of an amount equal to the sum of (i) the Special Termination Fee and (ii) an amount equal to three (3) times the Average Monthly Base Management Fee.

  • Not later than the effective date of any termination of this Agreement pursuant to this Section 21.3, and as a condition (which may be waived by Manager) to the effectiveness of any such termination, Owner shall pay to Manager the applicable Special Termination Fee.

  • In the event Manager so terminates this Agreement, Owner shall pay to Manager the Special Termination Fee no later than the business day immediately preceding the specified date of such termination of this Agreement (with such payment obligation to survive the termination of this Agreement).

  • Such termination shall be Manager’s sole remedy, and Manager shall not be entitled to receive the Special Termination Fee in connection therewith.

  • In addition, should the Investment Management Agreement be terminated, the Company (and/or its new investment manager) would be obliged to adhere to practices that allow calculation of the Performance Fee and Special Termination Fee to be paid in accordance with this Agreement.

  • The parties agree that any payment of the Special Termination Fee is a reasonable method of compensating Sumitomo in the event of a Change of Control, and that such payment is not a penalty.

  • The Termination Stay shall be immediately revoked upon Assure’s failure to meet any of the Waiver Conditions (which shall not be subject to any cure period), and Danam may, in its sole discretion, exercise its Special Termination Right and be entitled to the Special Termination Fee.

  • In the event of a Change in Control, the parties agree that Sumitomo shall be entitled to be compensated for the loss of its expected profits from the distribution and sale of the Products for the remaining period of the term of this Agreement (as such term shall have been extended as provided in Section 11.1) (a "Special Termination Fee"), as shall be determined by the provisions of this Section 11.

  • It will provide delegates with a clear theoretical and practical training course, in line with the Scottish Mediation (SM) Guidance on Mediator Competency.

  • In the event either Party provides a Termination Notice hereunder, the Company shall (i) repay the Advances, the Additional Amounts, and the Animation Additional Amounts on or before the termination of Exhibits A and B, (ii) pay the Special Termination Fee, if applicable, and (iii) redeem the Preferred in full, in cash, together with all accrued and unpaid cash and non-cash distributions thereon, on the date required under Section 8.01(a) of the LLC Agreement.


More Definitions of Special Termination Fee

Special Termination Fee means the sum of $250,000 in U.S. currency.
Special Termination Fee shall have the meaning set forth in Section 8.3(a)(vi).
Special Termination Fee means $1,863,490.00

Related to Special Termination Fee

  • Company Termination Fee has the meaning set forth in Section 7.3(a).

  • Parent Termination Fee has the meaning set forth in Section 7.3(b).

  • Termination Fee Event has the meaning ascribed thereto in Section 8.2(2).

  • Sponsor Termination Fees means the one-time payment under the Sponsor Management Agreement of a termination fee to one or more of the Sponsors in the event of either a Change of Control or the completion of a Qualifying IPO.

  • Termination Fee has the meaning set forth in Section 7.02(a).

  • Reverse Termination Fee shall have the meaning set forth in Section 9.2(b).

  • Special Termination Notice means the Notice of Special Termination substantially in the form of Annex VII to this Agreement.

  • Early Termination Fee has the meaning set forth in Section 7.2.

  • Special Termination Advance means an Advance made pursuant to Section 2.02(g).

  • Initial Termination Date has the meaning set forth in Section 9.1(b)(i).

  • Applied Special Termination Advance has the meaning assigned to such term in Section 2.05.

  • Extended Termination Date has the meaning specified in Section 2.16(c).

  • Accretion Termination Date As defined in the Series Supplement.

  • Outside Termination Date shall have the meaning set forth in Section 8.01(f).

  • Partial Termination has the meaning set forth in the Section 6.3(a).

  • Agreement Termination Date is defined in Section 7.4.

  • Renewal Fee means the fee that Borrower must pay Coast upon renewal of this Agreement pursuant to Section 9.1 hereof, in the amount set forth on the Schedule.

  • Termination Date Disbursement means an amount drawn under a Multi-Series Letter of Credit pursuant to a Certificate of Termination Date Demand.

  • Lease Termination Payments means all payments received by or on behalf of any Seller with respect to a Lease with respect to any terminations, surrenders, modifications, renewals or amendments of any such Lease.

  • Scheduled Commitment Termination Date means March 21, 2023March 28, 2022.

  • Commitment Termination Event means the earlier of (a) automatically and without notice or further action, the occurrence of any Event of Default described in Section 7.01(i) (Bankruptcy, Insolvency, etc.) with respect to the Borrower and (b) the occurrence and continuation of any other Event of Default under this Agreement pursuant to which either a Commitment Termination Event has been expressly declared or a declaration of the Loan to be due and payable has been given, in each case pursuant to Section 7.03 (Action if other Event of Default).

  • Termination Payment Date means the date on which the RECIPIENT is required to repay to ECOLOGY any outstanding balance of the loan and all accrued interest.

  • Accrual Termination Date Not applicable.

  • Commitment Termination Date means the earlier of (a) the Maturity Date and (b) the earlier termination in whole of the Commitments pursuant to Section 2.04 or Article VII.

  • Potential Termination Event means an event which, with the passage of time or the giving of notice, or both, would constitute a Termination Event.

  • Loan Termination Date means the earliest to occur of the following: (a) November , 2009, (b) the date the Obligations are accelerated pursuant to this Agreement or the Revolving Note and (c) the date the Bank has received (i) notice in writing from the Borrower of the Borrower’s election to terminate this Agreement or the Revolving Note or (ii) indefeasible payment in full of the Obligations.