Standstill Payment definition

Standstill Payment shall have the meaning specified in the Pricing Letter.
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Standstill Payment means, as applicable, (a) if Producer is the non-claiming Party with respect to the Corn Supply Agreement, an amount equal to the amount paid by Producer for Corn delivered to the Grain Facility during such period less the Purchase Price that would have been payable to Xxxxxxx, Xxxxxxxxxxxx during such period pursuant to Section 4 of the Corn Supply Agreement but for the continuance of the Force Majeure event, to the extent such amount is positive, (b) if Producer is the non-claiming Party with respect to the Ethanol Agreement, an amount equal to the amount that would have been payable by Xxxxxxx, Xxxxxxxxxxxx to Producer pursuant to the Ethanol Agreement for the Ethanol produced (or that would have been produced) by the Ethanol Facility during such period but for the continuance of the Force Majeure event, less the total revenues received by Producer for the Ethanol produced by the Ethanol Facility (if any) during such period after the exercise of commercially reasonable efforts by Producer to market such Ethanol, to the extent such amount is positive, (c) if Producer is the non-claiming Party with respect to the DG Agreement, an amount equal to the amount that would have been payable by Xxxxxxx, Xxxxxxxxxxxx to Producer pursuant to the DG Agreement for the DG produced (or that would have been produced) by the Ethanol Facility during such period but for the continuance of the Force Majeure event, less the total revenues received by Producer for the DG produced by the Ethanol Facility (if any) during such period after the exercise of commercially reasonable efforts by Producer to market such DG, to the extent such amount is positive, (d) if Xxxxxxx, Xxxxxxxxxxxx is the non-claiming Party with respect to the Corn Supply Agreement, an amount equal to the Origination Fee and Handling Fee that would have been payable by Producer to Xxxxxxx, Xxxxxxxxxxxx for such period pursuant to Section 4(d) of the Corn Supply Agreement but for the continuance of the Force Majeure event less the amount of operating and maintenance costs incurred by Xxxxxxx, Xxxxxxxxxxxx during such period that were reimbursed, directly or indirectly, after the exercise of commercially reasonable efforts by Xxxxxxx, Xxxxxxxxxxxx to fully utilize the Grain Facility, to the extent such amount is positive, (e) if Xxxxxxx, Xxxxxxxxxxxx is the non-claiming Party pursuant to the Ethanol Agreement, an amount equal to the commission that would have been payable by Producer to Xxxxxxx, Xxxxxxxxxxxx fo...
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Standstill Payment means the payment specified in Exhibit A.
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Examples of Standstill Payment in a sentence

  • If the Offer is not consummated by the Outside Date, this Agreement shall terminate as of such date, without further liability or obligation to the parties, and, in such event, FCCC shall retain without deduction or setoff the Standstill Payment and shall have no liability or obligation to Wayfarer with respect thereto except as provided in Section 1.1(d).

  • The amount of the Standstill Payment shall be as specified in Exhibit A.

  • In no event shall Wayfarer be entitled to any refund, in whole or in part, of the Standstill Payment, and Wayfarer hereby waives, releases and holds FCCC harmless from and against any claim, right or liability with respect to any refund or return of the Standstill Payment, except as specifically set forth in Section 1.1(d) below.

  • On each of May 1, 1998 and June 1, 1998, ------------------- Purchaser shall make Standstill Payments in the amount of $25,000 each (and the failure to timely make such payments shall be a material breach by Purchaser under this Agreement), except if the Closing has occurred on or prior to either of such dates, then the respective Standstill Payment shall not be required to be made.

  • The Company has not received any interest on its securities for the six-months period ended June 30, 2011.

  • Global hereby acknowledges that the US$500,000 initial portion of the Standstill Payment is now due and payable, and that the increased remaining portion of the Standstill Payment shall be due and payable in accordance the terms of Paragraph 7(b) of the Letter of Intent as amended below.

  • If Sellers cure the Event of Default under Section 13(g) within fifteen (15) calendar days as permitted thereunder and have provided evidence reasonably satisfactory to Buyer of such cure, and provided that no other Event of Default shall have occurred, Buyer shall remit any Standstill Payment it received back to such Seller.

  • The Slice Standstill Payment amount «Customer Name» shall receive under the terms of this Agreement is $ .

  • If Seller cures the Event of Default under Section 13(g) within fifteen (15) calendar days as permitted thereunder and have provided evidence reasonably satisfactory to Buyer of such cure, and provided that no other Event of Default shall have occurred, Buyer shall remit any Standstill Payment it received back to such Seller Party.

  • The occurrence of one or more of the events identified below (“True-up Payment Event”) shall result in the true-up of the Standstill Payment pursuant to Section 9 of this Agreement.

Related to Standstill Payment

  • Standstill Period has the meaning set forth in Section 3.1.

  • Standstill Termination Date means the earlier of (i) the first anniversary of the Board Rights Termination Date and (ii) the later of (A) the third anniversary of this Agreement or (B) the first anniversary of the date on which both the Purchaser Designated Director has resigned from the Board and the Purchaser has permanently waived and renounced the Purchaser’s Board observation rights and Board designation rights in Section 1 and Section 2 of this Agreement.

  • PAGA Payment means the penalties pursuant to PAGA that the Parties have agreed is a

  • Financing Period means the number of calendar days from, but excluding, the immediately preceding Reset Date to, and including, the current Reset Date.

  • LWDA PAGA Payment means the 75% of the PAGA Penalties paid to the LWDA under Labor Code section 2699, subd. (i).

  • Agreement Payment means a Payment paid or payable pursuant to this Agreement.

  • Post-Closing Period means any taxable period (or portion thereof) beginning after the Closing Date.

  • Term SOFR Transition Event means the determination by the Administrative Agent that (a) Term SOFR has been recommended for use by the Relevant Governmental Body, (b) the administration of Term SOFR is administratively feasible for the Administrative Agent and (c) a Benchmark Transition Event or an Early Opt-in Election, as applicable, has previously occurred resulting in a Benchmark Replacement in accordance with Section 2.14 that is not Term SOFR.

  • Grenfell Tower support payment means a payment made to a person because that person was affected by the fire on 14th June 2017 at Grenfell Tower, or a payment to the personal representative of such a person—

  • Term Loan Standstill Period has the meaning provided in Section 8.01(b).

  • Run-out Period means a period after the close of a Plan Year or other period during which Participants in a flexible spending arrangement (FSA) may request reimbursement for expenses incurred during the Period of Coverage.

  • Post-Closing Tax Period means any Tax period (or portion thereof) beginning after the Closing Date.

  • Lock-up Period means the period beginning on the date hereof and continuing through the close of trading on the date that is 90 days after the date of the Prospectus (as defined in the Underwriting Agreement).

  • Earnout Period has the meaning specified in Section 2.03(a).

  • Performing Non-Cash Pay High Yield Securities means Performing High Yield Securities other than Performing Cash Pay High Yield Securities.

  • Non-Competition Period means the period the Executive is employed by the Company plus one (1) year from the Termination Date if the Executive's employment is terminated (i) by the Company for any reason, (ii) by the Executive for any reason, or (iii) by reason of either the Company's or the Executive's decision not to extend the term of this Agreement as contemplated by Section 1 hereof.

  • Closing Payment Amount has the meaning specified in Section 1.5.

  • Post-Transaction Period means, with respect to any Specified Transaction, the period beginning on the date such Specified Transaction is consummated and ending on the last day of the eighth full consecutive fiscal quarter immediately following the date on which such Specified Transaction is consummated.

  • Founder Lock-up Period means, with respect to the Founder Shares, the period ending on the earlier to occur of (A) one year after the completion of the Company’s initial Business Combination or earlier if, subsequent to the Company’s initial Business Combination, the last sales price of the Common Stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (B) the consummation by the Company of any subsequent liquidation, merger, stock exchange or other similar transaction, which results in all of the Company’s stockholders having the right to exchange their shares of the Common Stock for cash, securities or other property.

  • Post-Acquisition Period means, with respect to any Permitted Acquisition, the period beginning on the date such Permitted Acquisition is consummated and ending on the last day of the sixth full consecutive fiscal quarter immediately following the date on which such Permitted Acquisition is consummated.

  • Post-Closing Taxes means Taxes of the Company for any Post-Closing Tax Period.

  • Forbearance Period means the period beginning on the Forbearance Effective Date and ending on the Forbearance Termination Date.

  • Waiver Period means, for each applicable fee, the period of time from the initial effective date of the MIAX PEARL Fee Schedule until such time that the Exchange has an effective fee filing establishing the applicable fee. The Exchange will issue a Regulatory Circular announcing the establishment of an applicable fee that was subject to a Waiver Period at least fifteen (15) days prior to the termination of the Waiver Period and effective date of any such applicable fee.

  • Opt-Out Period means the period that begins the day after the earliest date on which the Notice is first distributed, and that ends no later than 30 days before the Final Approval Hearing. The deadline for the Opt-Out Period shall be specified in the Notice.

  • Earn-Out Period has the meaning set forth in Section 2.3(a).

  • Agreement Period means the period between the Agreement Date and the Expiry Date, unless terminated earlier on the Termination Date;