Common use of Termination Letter Clause in Contracts

Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings III, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2018 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ](1) as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations

Appears in 3 contracts

Samples: Investment Management Trust Agreement (Gores Holdings III, Inc.), Investment Management Trust Agreement (Gores Holdings III, Inc.), Investment Management Trust Agreement (Gores Holdings III, Inc.)

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Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings IIIII, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2018 2016 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ](1) as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations

Appears in 1 contract

Samples: Investment Management Trust Agreement (Gores Holdings II, Inc.)

Termination Letter. Ladies and Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings IIIIV, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2018 2020 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking operating account at XX Xxxxxx Xxxxx Bank, N.A. Deutsche Bank Trust Company Americas to await distribution to the Public Stockholders. The Company has selected [ ](1) 1 as the record effective date for the purpose of determining when the Public Stockholders will be entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligationsobligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section 1(j) of the Trust Agreement.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Gores Holdings IV, Inc.)

Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings III, Inc. Xxxxx Xxxxxxxx Acquisition Corp. (the “Company”) and Continental American Stock Transfer & Trust Company Company, LLC (the “Trustee”), dated as of [ ], 2018 2017 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ]] (1) as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligationsobligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section 1(j) of the Trust Agreement.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Kayne Anderson Acquisition Corp)

Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings III, Inc. Xxxxx Xxxxxxxx Acquisition Corp. (the “Company”) and Continental American Stock Transfer & Trust Company Company, LLC (the “Trustee”), dated as of [·]March 29, 2018 2017 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ]] (1) as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligationsobligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section 1(j) of the Trust Agreement.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Kayne Anderson Acquisition Corp)

Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings III, Inc. Xxxxxxx Park Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2018 2016 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Chase Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ](1) as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligationsobligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section 1(j) of the Trust Agreement.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Conyers Park Acquisition Corp.)

Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings III, Inc. Xxxxxxx Park Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·]July 14, 2018 2016 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Chase Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ](1) as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligationsobligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section 1(j) of the Trust Agreement.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Conyers Park Acquisition Corp.)

Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings IIIII, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2018 2017 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ](1) as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations

Appears in 1 contract

Samples: Investment Management Trust Agreement (Gores Holdings II, Inc.)

Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings III, Inc. Xxxxxx Pointe Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2018 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 2018 and to transfer the total proceeds into the trust checking account at [XX Xxxxxx Xxxxx Bank, N.A. N.A.] to await distribution to the Public Stockholders. The Company has selected [ ](1) 1 as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligationsobligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section 1(j) of the Trust Agreement. Very truly yours, Xxxxxx Pointe Acquisition Corp. By: Name: Title: cc: X. Xxxxx FBR, Inc.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Gordon Pointe Acqusition Corp.)

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Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings III, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·]September 6, 2018 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ](1) as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations

Appears in 1 contract

Samples: Investment Management Trust Agreement (Gores Holdings III, Inc.)

Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings III, Inc. Federal Street Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2018 2017 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Chase Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ](1) as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations

Appears in 1 contract

Samples: Investment Management Trust Agreement (Federal Street Acquisition Corp.)

Termination Letter. Ladies and Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings IIIXxxxxxxxxxx, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2018 •] (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Chase Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ](1) 1 as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligationsobligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section 1(j) of the Trust Agreement.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Gores Metropoulos, Inc.)

Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings IIIII, Inc. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·]January 12, 2018 2017 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ](1) as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligations

Appears in 1 contract

Samples: Investment Management Trust Agreement (Gores Holdings II, Inc.)

Termination Letter. Gentlemen: Pursuant to Section 1(i) of the Investment Management Trust Agreement between Gores Holdings III, Inc. Xxxxxx Pointe Acquisition Corp. (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”), dated as of [·], 2018 (the “Trust Agreement”), this is to advise you that the Company has been unable to effect a business combination with a Target Business (the “Business Combination”) within the time frame specified in the Company’s Amended and Restated Certificate of Incorporation, as described in the Company’s Prospectus relating to the Offering. Capitalized terms used but not defined herein shall have the meanings set forth in the Trust Agreement. In accordance with the terms of the Trust Agreement, we hereby authorize you to liquidate all of the assets in the Trust Account on , 20 2018 and to transfer the total proceeds into the trust checking account at XX Xxxxxx Xxxxx Bank, N.A. to await distribution to the Public Stockholders. The Company has selected [ ](1) 1 as the record date for the purpose of determining the Public Stockholders entitled to receive their share of the liquidation proceeds. You agree to be the Paying Agent of record and, in your separate capacity as Paying Agent, agree to distribute said funds directly to the Company’s Public Stockholders in accordance with the terms of the Trust Agreement and the Amended and Restated Certificate of Incorporation of the Company. Upon the distribution of all the funds, net of any payments necessary for reasonable unreimbursed expenses related to liquidating the Trust Account, your obligationsobligations under the Trust Agreement shall be terminated, except to the extent otherwise provided in Section 1(j) of the Trust Agreement. Very truly yours, Xxxxxx Pointe Acquisition Corp. By: Name: Title: cc: X. Xxxxx FBR Inc.

Appears in 1 contract

Samples: Investment Management Trust Agreement (Gordon Pointe Acquisition Corp.)

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