Common use of All Payments Clause in Contracts

All Payments. The Company Termination Fee and the Parent Termination Fee required to be paid pursuant to Sections 8.2(e)(i) or 8.2(f)(i), as the case may be, shall be paid prior to, and shall be a pre-condition to the effectiveness of, termination of this Agreement pursuant to Section 8.1(e). Any payment required to be made pursuant to Section 8.2(e)(ii) or 8.2(f)(ii) shall be made not later then two (2) Business Days after the date of termination. Any payment required to be made pursuant to Section 8.2(e)(iii), 8.2(e)(iv), 8.2(f)(iii) or 8.2(f)(iv) shall be made not later than two (2) Business Days after entering into a definitive agreement providing for, or the consummation of, the applicable Competing Transaction. In no event shall more than one Company Termination Fee or Parent Termination Fee be made. All payments under Section 8.2 shall be made by wire transfer of immediately available funds to an account designated by the party entitled to receive payment. The Company and Parent acknowledge that the agreements contained in Section 8.2 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, neither the Company nor Parent would enter into this Agreement. Accordingly, if either party fails promptly to pay any amount due pursuant to this Section 8.2 and, in order to obtain such payment, the Company or Parent, as applicable, commences a suit which results in a judgment against the other party for the fee set forth in this Section 8.2, such defaulting party shall pay to the prevailing party its costs and expenses (including reasonable attorneys’ fees and expenses) in connection with such suit, together with interest on the amount of the fee at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made.

All Payments. The Company Termination Fee and the Parent Termination Fee Any payment required to be paid pursuant to Sections 8.2(e)(i) or 8.2(f)(i), as the case may be, shall be paid prior to, and shall be a pre-condition to the effectiveness of, termination of this Agreement made pursuant to Section 8.1(e)8.2(e)(v) or Section 8.2(f)(iii) shall be made concurrently with such termination. Any payment required to be made pursuant to Section 8.2(e)(i), Section 8.2(e)(ii), Section 8.2(f)(i) or Section 8.2(f)(ii) shall be made not later then than two (2) Business Days business days after the date of termination. Any payment required to be made pursuant to Section 8.2(e)(iii), Section 8.2(e)(iv), 8.2(f)(iii) or Section 8.2(f)(iv) shall be made not later than two (2) Business Days business days after the entering into of a definitive agreement providing forwith respect to, or the consummation of, the applicable Competing Transactionan Acquisition Proposal or Parent Acquisition Proposal, as applicable. In no event shall more than one Company Termination Fee fee pursuant to Section 8.2(e) or Parent Termination Fee Section 8.2(f) be made. All payments under this Section 8.2 shall be made by wire transfer of immediately available funds to an account designated by the party entitled to receive payment. The Company and Parent acknowledge that the agreements contained in this Section 8.2 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, neither the Company nor Parent would enter into this Agreement. Accordingly, if either party fails promptly to pay any amount due to the other party pursuant to this Section 8.2 and, in order to obtain such payment, the Company or Parent, as applicable, commences a suit which results in a judgment against the other party for the fee fees and expenses set forth in this Section 8.2, such defaulting party shall pay to the prevailing party its costs and expenses (including reasonable attorneys’ attorney’s fees and expenses) incurred in connection with such suit, together with interest on the aggregate amount of the fee fees and expenses at a rate equal to the prime rate of Citibank, N.A. reported in effect the Wall Street Journal on the date such payment was required to be mademade plus two (2) percent.

All Payments. The Company Termination Fee and the Parent Termination Fee required to be paid pursuant to Sections 8.2(e)(iSection 7.2(e)(i) or 8.2(f)(i), as the case may be, shall be paid prior to, and shall be a pre-condition to the effectiveness of, termination of this Agreement pursuant to Section 8.1(e7.1(e). Any payment required to be made pursuant to Section 8.2(e)(ii7.2(e)(ii), 7.2(e)(iii), 7.2(f)(i) or 8.2(f)(ii7.2(f)(ii) shall be made not later then than two (2) Business Days business days after the date of termination. Any payment required to be made pursuant to Section 8.2(e)(iii), 8.2(e)(iv), 8.2(f)(iii7.2(e)(iv) or 8.2(f)(iv7.2(f)(iii) shall be made not later than two (2) Business Days business days after entering into a definitive agreement providing for, or the consummation of, the applicable Competing Transactionof an Acquisition Proposal. In no event shall more than one Company Termination Fee or Parent Zhone Termination Fee be made. In no event shall the Company be required to pay the Company Termination Fee nor shall Zhone be required to pay the Zhone Termination Fee if, immediately prior to the termination of this Agreement, the entity otherwise entitled to receive such fee was in material breach of its obligations under this Agreement. All payments under Section 8.2 7.2 shall be made by wire transfer of immediately available funds to an account designated by the party entitled to receive payment. The Company and Parent Zhone acknowledge that the agreements contained in Section 8.2 7.2 are an integral part of the transactions contemplated by this Agreement and that, without these agreements, neither the Company nor Parent Zhone would enter into this Agreement. Accordingly, if either party fails promptly to pay any amount due pursuant to this Section 8.2 7.2 and, in order to obtain such payment, the Company or ParentZhone, as applicable, commences a suit which results in a judgment against the other party for the fee set forth in this Section 8.27.2, such defaulting party shall pay to the prevailing party its costs and expenses (including reasonable attorneys’ fees and expenses) in connection with such suit, together with interest on the amount of the fee at the prime rate of Citibank, N.A. in effect on the date such payment was required to be made.