Cancellation of Obligations Sample Clauses

Cancellation of Obligations. On or before the Closing Date, Sellers will cause all indebtedness, contracts, claims and other obligations, including all of the Excluded Liabilities, that any of the Acquired Companies owe to any of the Sellers, or to any of the Sellers’ Related Persons, to be canceled, terminated, and forever released without any payment being made by, or any other consideration being provided by, any of the Acquired Companies. The obligations to be canceled, terminated and release shall include obligations due Xxxxxx Xxxxxxx upon termination of his employment or upon a change in control of his employer (12 months’ salary and COBRA insurance payments and $30,000 relocation allowance). However, with respect to the deferred compensation agreement with Seller Xxxxxx Xxxxxxx dated December 11, 2013, the obligation to make additional contributions under that agreement after the Closing Date shall be terminated, but XXXXX accepts that the actual payment of Seller Xxxxxx Xxxxxxx’x vested amount shall occur after the Closing in accordance with the terms of the agreement.
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Cancellation of Obligations. On the Closing Date, in consideration of the issuance of the WSI-Delaware Stock to Yenura and subject to the terms and conditions of this Agreement, Yenura shall cancel, release and discharge all of the Obligations (whether or not accrued and whenever scheduled to be due and payable).
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Cancellation of Obligations. Notwithstanding anything set forth herein to the contrary, the Owner shall have no obligation to pay the Management Fee, Out-of-Pocket Expenses and Advances (such obligations being referred to as "Payment Obligations") prior to the consummation of the purchase and sale of the Business as contemplated by the Purchase Agreement or the earlier termination of the Purchase Agreement. Upon the consummation of such purchase and sale of the Business, the Owner's Payment Obligations shall be canceled and of no further force and effect. In the event the Purchase Agreement is terminated for any reason without the purchase and sale of the Business as contemplated thereby being consummated, then the Owner shall, upon such termination, be obligated to pay the Management Fee, Out-of-Pocket Expenses and Advances owing to the Manager hereunder, together with interest on the unpaid portion thereof at the rate of nine percent per annum, until paid in full; provided, however, that if the Purchase Agreement is terminated due to the failure of Access to obtain the Access Stockholder Approval or the Access Director Approval, then the Management Fee, the Out-of-Pocket Expenses and the Advances and any interest thereon will not be due and payable until June 30, 1998.
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Cancellation of Obligations. The parties hereto hereby agree that upon and contemporaneously with the consummation of the sale of the Notes to CGW as provided in Section 1.1 above, (a) Securicor waives all rights to the payment to Securicor of any accrued but unpaid interest on the Notes to and through the date of the sale of the Notes to CGW, and releases AHL from its obligation for the payment to Securicor of all such accrued but unpaid interest, (b) Securicor waives and releases AHL from the payment or performance of all obligations of any kind whatsoever, known or unknown, fixed or contingent, then or thereafter due, by AHL in favor of Securicor under or with respect to the Settlement Agreement (the “AHL Obligations”), (c) each of the AHL Parties waives and releases Securicor from the payment or performance of all obligations of any kind whatsoever, known or unknown, fixed or contingent, then or thereafter due, by Securicor in favor of the AHL Parties under or with respect to the Settlement Agreement, other than any obligations related to the fire at Seton Hall University on January 19, 2000 (the “Securicor Obligations”), and (d) Securicor terminates and forever releases all security interests and other liens in favor of Securicor in any assets of any AHL Party or other persons and entities pledged as security for any of the AHL Obligations. By its execution hereof, Securicor agrees to execute and deliver such instruments and documents as CGW or AHL shall reasonably request, at CGW’s or AHL’s sole expense, to further evidence or confirm the waivers and releases herein made and given, or to evidence termination of such security interest and liens, and authorizes CGW and the Purchaser to amend and terminate of record any financing statements filed of record under the Uniform Commercial Code of any applicable jurisdiction. CGW and AHL agree to pay Securicor’s reasonable attorneys’ fees incurred in connection with such instruments and documents. Until the earlier to occur of termination of this Agreement and consummation of the sale of the Notes contemplated in Section 1.1 above, Securicor agrees that it shall forebear from exercising any rights Securicor may have to call an event of default against the AHL Parties under any of the Notes or accelerate any of the Obligations.
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Related to Cancellation of Obligations

  • Termination of Obligations Termination of this Agreement pursuant to Section 10.1 hereof shall terminate all obligations of the parties hereunder, except for the obligations under Article IX, Article X, and Sections 11.4, 11.7, 11.14, 11.15 and 11.16 hereof; provided, however, that termination pursuant to paragraphs (b) or (c) of Section 10.1 shall not relieve the defaulting or breaching party or parties from any liability to the other parties hereto.

  • Acceleration of Obligations Declare all Obligations, whether evidenced by this Agreement, by any of the other Loan Documents, or otherwise, including (i) any accrued and unpaid interest, (ii) the amounts which would have otherwise come due under Section 2.3(b)(ii) if the Loans had been voluntarily prepaid, (iii) the unpaid principal balance of the Loans and (iv) all other sums, if any, that shall have become due and payable hereunder, immediately due and payable (provided that upon the occurrence of an Event of Default described in Section 8.12 or 8.13 all Obligations shall become immediately due and payable without any action by Lender);

  • Ratification of Obligations Except as specifically modified herein, the Indenture and the Notes are in all respects ratified and confirmed (mutatis mutandis) and shall remain in full force and effect in accordance with their terms.

  • Mitigation of Obligations If any Lender requests compensation under Section 2.18, or if the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 2.20, then such Lender shall use reasonable efforts to designate a different lending office for funding or booking its Loans hereunder or to assign its rights and obligations hereunder to another of its offices, branches or affiliates, if, in the sole judgment of such Lender, such designation or assignment (i) would eliminate or reduce amounts payable under Section 2.18 or Section 2.20, as the case may be, in the future and (ii) would not subject such Lender to any unreimbursed cost or expense and would not otherwise be disadvantageous to such Lender. The Borrower hereby agrees to pay all costs and expenses incurred by any Lender in connection with such designation or assignment.

  • Confirmation of Obligations Executive hereby confirms and agrees to his continuing obligation under the Agreement after termination of employment not to directly or indirectly disclose to third parties or use any Confidential Information (as defined in the Agreement) that he may have acquired, learned, developed, or created by reason of his employment with the Company.

  • Duration of Obligations The Manager’s obligation to provide Disentanglement Services will continue during the period commencing on the date that a Termination Notice is delivered and ending on the date on which the Successor Manager or the re-engaged Manager assumes all of the obligations of the Manager hereunder (the “Disentanglement Period”).

  • Repayment of Obligations Notwithstanding anything to the contrary contained herein, the Borrower shall repay the Advances Outstanding, all accrued and unpaid Yield, any Breakage Fees, Increased Costs, all accrued and unpaid costs and expenses of the Administrative Agent and Lenders and all other Obligations (other than unmatured contingent indemnification obligations) in full on the Facility Maturity Date.

  • Delegation of Obligations The Asset Representations Reviewer may not delegate or subcontract its obligations under this Agreement to any Person without the consent of the Issuer and the Servicer.

  • Reaffirmation of Obligations Each Loan Party (a) acknowledges and consents to all of the terms and conditions of this Amendment, (b) affirms all of its obligations under the Loan Documents and (c) agrees that this Amendment and all documents executed in connection herewith do not operate to reduce or discharge such Loan Party’s obligations under the Loan Documents.

  • Affirmation of Obligations Each of the Credit Parties hereby acknowledges, agrees and affirms (a) its obligations under the Credit Agreement and the other Loan Documents, including, without limitation, its guaranty obligations thereunder, (b) that such guaranty shall apply to the Obligations in accordance with the terms thereof, (c) the grant of the security interest in all of its assets pursuant to the Loan Documents and (d) that such liens and security interests created and granted are valid and continuing and secure the Obligations in accordance with the terms thereof.

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