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.