Common use of Termination of Affiliate Arrangements Clause in Contracts

Termination of Affiliate Arrangements. All contracts between a member of the Company Group, on the one hand, and any Seller or any Related Party of the Company Group, on the other hand, other than those set forth on Schedule 7.17, shall be terminated without any 71 consideration or further liability and without the need for any further documentation, immediately prior to the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Forum Energy Technologies, Inc.)

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Termination of Affiliate Arrangements. All contracts agreements between a member of the Company Group, on the one hand, and any Seller or any Related Party of the Company Group, on the other hand, its Affiliates (other than those set forth its Subsidiaries) listed on Schedule 7.175.7 (including the Stockholders Agreement), shall be terminated as of the Closing Date, and all obligations and liabilities thereunder shall be canceled without payment or any 71 consideration or further liability and without on the need for part of the Company or any further documentation, immediately prior to the Closingof its Subsidiaries.

Appears in 1 contract

Samples: Recapitalization Agreement and Plan of Merger (Leiner Health Services Corp.)

Termination of Affiliate Arrangements. All contracts between a member Except as contemplated by this Agreement or as set forth in Section 5.18 of the Disclosure Schedule, all agreements between the Company Group, on the one hand, or any of its Subsidiaries and any Seller Stockholder or any Related Party of the Company Group, on the other hand, other than those set forth on Schedule 7.17, its Affiliates shall be terminated without any 71 consideration or as of the Closing Date with no further liability to the Company or any of its Subsidiaries or post-closing Affiliates, and without all obligations and liabilities thereunder shall have been satisfied in full in cash by the need for any further documentation, immediately Company on or prior to the ClosingClosing Date.

Appears in 1 contract

Samples: Merger Agreement (American Tire Distributors Holdings, Inc.)

Termination of Affiliate Arrangements. All contracts agreements between a member of the Company Group, on the one hand, and any Seller or any Related Party of the Company Group, on the its Affiliates (other handthan its Subsidiaries), other than those set forth agreements listed on Schedule 7.175.11, shall be terminated as of the Closing Date, and all obligations and liabilities thereunder shall be canceled without payment or any 71 consideration or further liability and without on the need part of the Company or any of its Subsidiaries except for any further documentation, immediately prior to the ClosingEmployee Retention Bonus Plan described in Section 5.3(R).

Appears in 1 contract

Samples: Merger Agreement (Sealy Corp)

Termination of Affiliate Arrangements. All contracts between a member of Except with respect to the Company Group, on the one hand, and any Seller or any Related Party of the Company Group, on the other hand, other than those Contracts set forth on Schedule 7.175.1, shall be terminated without any 71 consideration at or further liability and without the need for any further documentation, immediately prior to the Closing, the Company and its Subsidiaries shall have terminated all Contracts with Affiliates and Related Parties without any Liability or obligation on the part of the Company or any of its Subsidiaries.

Appears in 1 contract

Samples: Merger Agreement (Tabula Rasa HealthCare, Inc.)

Termination of Affiliate Arrangements. All contracts between a member As of immediately prior to the Closing, the Company Group, on the one hand, and shall take all actions necessary to cause any Seller or any Related Party of the Company Group, on the other handAffiliate Agreement, other than those set forth on Schedule 7.176.06 (which shall continue to be in effect following the Closing), shall to be terminated without any 71 consideration or further force and effect and with no further liability thereunder to the Company or its Subsidiaries and without any liability or other obligation to the need for any further documentation, immediately prior to Company and its Subsidiaries following the Closing.

Appears in 1 contract

Samples: Merger Agreement (Starboard Value Acquisition Corp.)

Termination of Affiliate Arrangements. All contracts The agreements and other arrangements between a member Affiliates of the Company Group(other than Subsidiaries), on the one hand, and any Seller the Company or any Related Party of the Company GroupSubsidiary, on the other hand, other than those set forth listed on Schedule 7.176.1(o) shall have been satisfied and discharged in full and otherwise terminated (including with respect to Liabilities or obligations that would otherwise survive termination thereof), shall be terminated in each case without any 71 consideration or further liability and without the need for any further documentation, immediately prior to the ClosingCompany or any Subsidiary.

Appears in 1 contract

Samples: Securities Purchase Agreement (Progress Software Corp /Ma)

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Termination of Affiliate Arrangements. All contracts between a member As of the Company Group, on the one hand, and any Seller or any Related Party of the Company Group, on the other hand, other than those set forth on Schedule 7.17, shall be terminated without any 71 consideration or further liability and without the need for any further documentation, immediately prior to the Closing, the Company shall take all actions necessary to cause each Affiliate Agreement set forth on Schedule 6.06 of the Company Disclosure Schedules (which shall continue to be in effect following the Closing), to be terminated without any further force and effect and with no further liability thereunder to the Company or its Subsidiaries following the Closing (other than such obligations that survive in accordance with the terms of such Affiliate Agreements).

Appears in 1 contract

Samples: Merger Agreement (ION Acquisition Corp 2 Ltd.)

Termination of Affiliate Arrangements. All contracts between a member As of immediately prior to the Closing, the Company Group, on the one hand, and shall take all actions necessary to cause any Seller or any Related Party of the Company Group, on the other handAffiliate Agreement, other than those set forth on Schedule 7.175.06 (which shall continue to be in effect following the Closing), shall to be terminated without any 71 consideration or further force and effect and with no further liability thereunder to the Company or its Subsidiaries and without any liability or other obligation to the need for any further documentation, immediately prior to Company and its Subsidiaries following the Closing.

Appears in 1 contract

Samples: Merger Agreement (Battery Future Acquisition Corp.)

Termination of Affiliate Arrangements. All contracts between a member To the extent permitted pursuant to their terms, effective upon the Closing, the Company shall terminate, or cause to be terminated, all Contracts set forth in ‎Section 6.04 of the Company GroupDisclosure Schedule, on the one hand, and any Seller or any Related Party in each case without continuing Liability of the Company Groupor any of its Subsidiaries from and after the Effective Time, on the other handexcept for those provisions of, other than those set forth on Schedule 7.17and obligations and Liabilities under, shall be terminated without any 71 consideration or further liability and without the need for any further documentation, immediately prior to the Closingsuch Contracts that expressly survive such termination by their respective terms.

Appears in 1 contract

Samples: Merger Agreement (Ultra Clean Holdings, Inc.)

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