Common use of Intercompany Agreements; Intercompany Accounts Clause in Contracts

Intercompany Agreements; Intercompany Accounts. (a) Except as set forth in Section 6.6 of the Sellers Disclosure Letter or as otherwise expressly set forth in this Agreement or the Related Agreements, GFI and Sellers shall, and shall cause their respective Affiliates to, immediately prior to the Closing, execute and deliver such releases, termination agreements and discharges (in forms reasonably acceptable to Purchaser) as are necessary to release and discharge each Trayport Company from any and all Liabilities owed to GFI, any Seller or any Affiliate thereof (other than any Trayport Company). In addition, GFI and Sellers shall, and shall cause their respective Affiliates to, immediately prior to the Closing, execute and deliver such releases, termination agreements and discharges (in a form reasonably acceptable to Purchaser) as are necessary to (i) release and discharge GFI, each Seller and each Affiliate thereof (other than the Trayport Companies) from any and all obligations owed to any Trayport Company that is set forth on Section 6.6 of the Sellers Disclosure Letter and (iii) terminate all arrangements, commitments, contracts and understandings among any Seller and any Affiliate, on the one hand, and any Trayport Company, on the other hand that is set forth on Section 6.6 of the Sellers Disclosure Letter.

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (BGC Partners, Inc.)

AutoNDA by SimpleDocs

Intercompany Agreements; Intercompany Accounts. (a) Except as set forth in Section 6.6 6.7 of the Sellers Disclosure Letter or as otherwise expressly set forth in this Agreement or the Related Agreements, GFI and Sellers shall, and shall cause their respective Affiliates to, immediately prior to the Closing, execute and deliver such releases, termination agreements and discharges (in forms reasonably acceptable to Purchaser) as are necessary to release and discharge each Trayport NGX/Shorcan Company from any and all Liabilities owed to GFI, any either Seller or any Affiliate thereof of their Affiliates (other than any Trayport NGX/Shorcan Company). In addition, GFI and Sellers shall, and shall cause their respective Affiliates to, immediately prior to the Closing, execute and deliver such releases, termination agreements and discharges (in a form reasonably acceptable to Purchaser) as are necessary to (i) release and discharge GFI, each Seller Sellers and each Affiliate thereof of their Affiliates (other than the Trayport NGX/Shorcan Companies) from any and all obligations owed to any Trayport NGX/Shorcan Company that is set forth on Section 6.6 of the Sellers Disclosure Letter and (iiiii) terminate all arrangements, commitments, contracts and understandings among any Seller Sellers and any Affiliateof their Affiliates, on the one hand, and any Trayport NGX/Shorcan Company, on the other hand that is hand, in each case other than those set forth on Section 6.6 6.7 of the Sellers Disclosure LetterLetter or as otherwise expressly set forth in this Agreement or the Related Agreements.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Intercontinental Exchange, Inc.), Stock Purchase Agreement (Intercontinental Exchange, Inc.)

AutoNDA by SimpleDocs

Intercompany Agreements; Intercompany Accounts. (a) Except as set forth in Section 6.6 6.8 of the Sellers Seller Disclosure Letter or as otherwise expressly set forth in this Agreement or the Related Agreements, GFI and Sellers Seller shall, and shall cause their respective its Affiliates to, immediately prior to the Closing, execute and deliver such releases, termination agreements and discharges (in forms reasonably acceptable to PurchaserPurchasers) as are necessary to release and discharge each Trayport Company from any and all Liabilities owed to GFI, any Seller or any Affiliate thereof of its Affiliates (other than any Trayport Company). In addition, GFI and Sellers Seller shall, and shall cause their respective its Affiliates to, immediately prior to the Closing, execute and deliver such releases, termination agreements and discharges (in a form reasonably acceptable to PurchaserPurchasers) as are necessary to (i) release and discharge GFI, each Seller and each Affiliate thereof of its Affiliates (other than the Trayport Companies) from any and all obligations owed to any Trayport Company that is set forth on Section 6.6 of the Sellers Disclosure Letter and (iiiii) terminate all arrangements, commitments, contracts and understandings among any Seller and any Affiliateof its Affiliates, on the one hand, and any Trayport Company, on the other hand that is hand, in each case other than those set forth on Section 6.6 6.8 of the Sellers Seller Disclosure LetterLetter or as otherwise expressly set forth in this Agreement or the Related Agreements.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Intercontinental Exchange, Inc.), Stock Purchase Agreement (Intercontinental Exchange, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.