Common use of STOCKHOLDERS' RELEASE Clause in Contracts

STOCKHOLDERS' RELEASE. The Stockholders shall have delivered to AmPaM an instrument dated the Closing Date which shall be effective only upon the occurrence of the Closing releasing the Company and AmPaM from (i) any and all claims of the Stockholders against the Company and AmPaM and (ii) obligations of the Company and AmPaM to the Stockholders, except for (A) items specifically identified on Schedule 5.31 as being claims of or obligations to the Stockholders, (B) continuing obligations to Stockholders relating to their employment by the Company pursuant to employment agreements entered into as specified in Section 8.11 hereof, (C) obligations arising under this Agreement or the transactions contemplated hereby and (D) claims of Stockholders against the Company for unreimbursed business expenses incurred by the Stockholders on behalf of the Company (other than expenses related to the transactions contemplated by this Agreement) prior to the Closing Date or unreimbursed medical expenses of the Stockholders incurred prior to the Closing Date which are covered by the Company's existing health insurance coverage. In the event that the Closing Date does not occur, then the release instrument referenced herein shall be void and of no further force or effect.

Appears in 10 contracts

Samples: Acquisition Agreement (Miller Mechanical Contractors Inc), Acquisition Agreement (Miller Mechanical Contractors Inc), Acquisition Agreement (Miller Mechanical Contractors Inc)

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STOCKHOLDERS' RELEASE. The Stockholders shall have delivered to AmPaM RV Centers an instrument dated the Closing Date Date, which shall be effective only upon the occurrence of the Closing Consummation Date, releasing the Company and AmPaM RV Centers from (i) any and all claims of the Stockholders against the Company and AmPaM RV Centers and (ii) obligations of the Company and AmPaM RV Centers to the Stockholders, except for (A) items specifically identified on Schedule 5.31 as being claims of or obligations to the Stockholders, (B) continuing obligations to Stockholders relating to their employment by the Company pursuant to employment agreements entered into as specified in Section 8.11 hereof, (CB) obligations arising under this Agreement or the transactions contemplated hereby and (DC) claims of Stockholders against the Company for unreimbursed business expenses incurred by the Stockholders on behalf of the Company (other than expenses related to the transactions contemplated by this Agreement) prior to the Closing Consummation Date or unreimbursed medical expenses of the Stockholders incurred prior to the Closing Consummation Date which are covered by the Company's existing health insurance coverage. In the event that the Closing Consummation Date does not occur, then the release instrument referenced herein shall be void and of no further force or effect.

Appears in 3 contracts

Samples: Acquisition Agreement (Rv Centers Inc), Acquisition Agreement (Rv Centers Inc), Acquisition Agreement (Rv Centers Inc)

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