A Practice Note discussing ticking fees for antitrust failure in M&A deals. This Practice Note discusses when to use a ticking fee, common ticking fee triggers, such as if the drop-dead date is extended because of the failure to meet an antitrust-related closing condition, and how ticking fees are valued, including whether they are subject to a monetary cap or reduction in the number of days in the ticking fee period based on certain antitrust-related events. This Note includes links to What's Market summaries of antitrust risk-shifting provisions in certain public and private agreements. This resource will be updated quarterly.