Common use of Other Agreements; Material To Be Returned Clause in Contracts

Other Agreements; Material To Be Returned. (a) In the event that this Agreement is terminated pursuant to Section 12.01, the transactions contemplated by this Agreement and the Related Documents shall be terminated, without further action by any party hereto, and the Sellers on the one hand and the Purchasers on the other hand shall immediately enter into, or cause their relevant Affiliates to enter into, written consents to terminate each of the Related Documents that have become effective prior to the date of such termination. (b) Furthermore, in the event that this Agreement is terminated pursuant to Section 12.01: (i) The Purchasers shall return all documents and other material received from the Sellers, their Affiliates or any of their respective Representatives relating to the Business or the transactions contemplated by this Agreement and the Related Documents, whether obtained before or after the execution of this Agreement, to the Sellers; (ii) The Purchasers agree that all confidential information received by the Purchasers or their Affiliates or their Representatives with respect to either of the Sellers, the Company, the Business or this Agreement or any of the Related Documents or the transactions contemplated hereby or thereby shall be treated in accordance with the Confidentiality Agreement, which shall remain in full force and effect notwithstanding the termination of this Agreement, in accordance with Section 9.07; (iii) The Sellers shall return all documents and other material received from the Purchasers, their Affiliates or any of their Representatives relating to the Purchasers or the transactions contemplated by this Agreement or any of the Related Documents, whether obtained before or after the execution of this Agreement, to the Purchasers; and (iv) The Sellers agree that all confidential information received by the Sellers or their Affiliates or their respective Representatives with respect to the Purchasers or this Agreement or any of the Related Documents or the transactions contemplated hereby or thereby shall be treated in accordance with the Confidentiality Agreement, which shall remain in full force and effect notwithstanding the termination of this Agreement, in accordance with Section 9.07.

Appears in 1 contract

Samples: Purchase Agreement (American Skiing Co /Me)

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Other Agreements; Material To Be Returned. (a) In the event that this Agreement is terminated pursuant to Section 12.01, the transactions contemplated by this Agreement and the Related Documents shall be terminated, without further action by any party hereto, and the Sellers on the one hand and the Purchasers on the other hand shall immediately enter into, or cause their relevant Affiliates to enter into, written consents to terminate each of the Related Documents that have become effective prior to the date of such termination. (b) . Furthermore, in the event that this Agreement is terminated pursuant to Section 12.01: (i) : The Purchasers shall return all documents and other material received from the Sellers, their Affiliates or any of their respective Representatives relating to the Business or the transactions contemplated by this Agreement and the Related Documents, whether obtained before or after the execution of this Agreement, to the Sellers; (ii) ; The Purchasers agree that all confidential information received by the Purchasers or their Affiliates or their Representatives with respect to either of the Sellers, the Company, the Business or this Agreement or any of the Related Documents or the transactions contemplated hereby or thereby shall be treated in accordance with the Confidentiality Agreement, which shall remain in full force and effect notwithstanding the termination of this Agreement, in accordance with Section 9.07; (iii) ; The Sellers shall return all documents and other material received from the Purchasers, their Affiliates or any of their Representatives relating to the Purchasers or the transactions contemplated by this Agreement or any of the Related Documents, whether obtained before or after the execution of this Agreement, to the Purchasers; and (iv) and The Sellers agree that all confidential information received by the Sellers or their Affiliates or their respective Representatives with respect to the Purchasers or this Agreement or any of the Related Documents or the transactions contemplated hereby or thereby shall be treated in accordance with the Confidentiality Agreement, which shall remain in full force and effect notwithstanding the termination of this Agreement, in accordance with Section 9.07.

Appears in 1 contract

Samples: Purchase Agreement (Vail Resorts Inc)

Other Agreements; Material To Be Returned. (a) In the event that this Agreement is terminated by the Seller or the Purchaser pursuant to Section 12.01, the transactions contemplated by this Agreement and the Related Documents shall be terminated, without further action by any party hereto, and the Sellers on the one hand and the Purchasers on the other hand shall immediately enter into, or cause their relevant Affiliates to enter into, written consents to terminate each of the Related Documents that have become effective prior to the date of such termination. (b) Furthermore, in the event that this Agreement is terminated pursuant to Section 12.01: (i) The Purchasers Purchaser shall return all documents and other material received from the SellersSeller, their its Affiliates or any of their respective Representatives relating to the Business or the transactions contemplated by this Agreement and the Related Documents, whether obtained before or after the execution of this Agreement, to the SellersSeller; (ii) The Purchasers agree Purchaser agrees that all confidential information received by the Purchasers Purchaser or their its Affiliates or their Representatives with respect to either of the SellersSeller, the Company, the Business or this Agreement or any of the Related Documents or the transactions contemplated hereby or thereby shall be treated in accordance with the Confidentiality Agreement, Agreement which shall remain in full force and effect notwithstanding the termination of this Agreement, in accordance with Section 9.07; (iii) The Sellers Seller shall return all documents and other material received from the PurchasersPurchaser, their its Affiliates or any of their Representatives relating to the Purchasers Purchaser or the transactions contemplated by this Agreement or any of the Related Documents, whether obtained before or after the execution of this Agreement, to the PurchasersPurchaser; and (iv) The Sellers agree Seller agrees that all confidential information received by the Sellers Seller or their its Affiliates or their respective Representatives with respect to the Purchasers Purchaser or this Agreement or any of the Related Documents or the transactions contemplated hereby or thereby shall be treated in accordance with the Confidentiality Agreement, which shall remain in full force and effect kept confidential notwithstanding the termination of this Agreement, in accordance with Section 9.07.

Appears in 1 contract

Samples: Stock Purchase and Merger Agreement (American Skiing Co /Me)

Other Agreements; Material To Be Returned. (a) In the event that this Agreement is terminated by the Company or WRC pursuant to Section 12.0112.1, the transactions contemplated by this Agreement and the Related Documents Agreements shall be terminated, without further action by any party hereto, and each of the Sellers on the one hand Company and the Purchasers on the other hand WRC shall immediately enter into, or cause their its relevant Affiliates affiliates to enter into, written consents to terminate each of the Related Documents other agreements; provided, however that have become effective prior to the date of such terminationLicense Agreement shall be governed by sections 3.8 and 12.1 thereof in the event that this Agreement is terminated and the Distribution Agreement shall not be terminated or affected by this Section 12.2(a). (b) Furthermore, in the event that this Agreement is terminated pursuant to Section 12.01as provided herein: (i) The Purchasers WRC shall return all documents and other material received from the Sellers, their Affiliates Company or any of their its respective Representatives representatives relating to the Business Purchase or the Option or the transactions contemplated by this Agreement and the Related DocumentsAgreements, whether obtained before or after the execution of this Agreement, to the SellersCompany or, at its option, destroy such documents and material; (ii) The Purchasers agree WRC agrees that all confidential information received by the Purchasers WRC or their Affiliates or their Representatives its representatives with respect to either of the Sellers, Purchase or the Company, Option or the Business or this Agreement or any of the Related Documents Agreements or the transactions contemplated hereby or thereby shall be treated in accordance with the Confidentiality Agreement, which shall remain in full force and effect notwithstanding the termination of this Agreement, in accordance with Section 9.07; (iii) The Sellers Company shall return all documents and other material received from the Purchasers, their Affiliates WRC or any of their Representatives its representatives relating to the Purchasers WRC or the transactions contemplated by this Agreement or any of the Related DocumentsAgreements, whether obtained before or after the execution of this Agreement, to the PurchasersWRC, or at its option, destroy such documents and material; and (iv) The Sellers agree Company agrees that all confidential information received by the Sellers Company or their Affiliates or their respective Representatives its representatives with respect to WRC or the Purchasers or this Agreement or any of the Related Documents Agreements or the transactions contemplated hereby or thereby shall be treated in accordance with the Confidentiality Agreement, which shall remain in full force and effect kept confidential notwithstanding the termination of this Agreement, in accordance with Section 9.07.

Appears in 1 contract

Samples: Series C Preferred Stock Purchase Agreement (WRC Media Inc)

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Other Agreements; Material To Be Returned. (a) In the event that this Agreement is terminated pursuant to Section 12.0110.1, the transactions contemplated by this Agreement and the Related Documents shall be terminated, without further action by any party hereto, and the Sellers on the one hand and the Purchasers on the other hand shall immediately enter into, or cause their relevant Affiliates to enter into, written consents to terminate each of the Related Documents that have become effective prior to the date of such termination. (b) Furthermore, in the event that this Agreement is terminated pursuant to Section 12.0110.1: (i) The Purchasers Buyer shall return all documents and other material received from the Sellers, their Affiliates or any of their respective Representatives relating to the Business Resort or the transactions contemplated by this Agreement and the Related Documents, whether obtained before or after the execution of this Agreement, to the Sellers; (ii) The Purchasers agree Buyer agrees that all confidential information received by the Purchasers Buyer or their Affiliates or their Representatives with respect to either of the Sellers, the Company, the Business Resort or this Agreement or any of the Related Documents or the transactions contemplated hereby or thereby shall be treated in accordance with the Confidentiality Agreement, which shall remain in full force and effect notwithstanding the termination of this Agreement, in accordance with Section 9.078.7; (iii) The Sellers shall return all documents and other material received from the PurchasersBuyers, their Affiliates or any of their Representatives relating to the Purchasers Buyers or the transactions contemplated by this Agreement or any of the Related Documents, whether obtained before or after the execution of this Agreement, to the PurchasersBuyers; and (iv) The Sellers agree that all confidential information received by the Sellers or their Affiliates or their respective Representatives with respect to the Purchasers Buyers or this Agreement or any of the Related Documents or the transactions contemplated hereby or thereby shall be treated in accordance with the Confidentiality Agreement, which shall remain in full force and effect notwithstanding the termination of this Agreement, in accordance with Section 9.078.7.

Appears in 1 contract

Samples: Purchase Agreement (American Skiing Co /Me)

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