Termination of Affiliate Transactions. Each of Parent, Seller and the Company shall take, and shall cause their respective Affiliates, including the Subsidiaries, to take, such action as may be necessary so that, as of the Closing Date, the Affiliate Transactions and the other rights or obligations between the Company or any Subsidiary, on the one hand, and Seller or any of its Affiliates (other than the Company and any Subsidiary), on the other hand, identified on Schedule 6.6 shall be terminated and of no further or continued force or effect.
Termination of Affiliate Transactions. On or before the Closing Date, all Liabilities relating to the Transferred Business between the Seller, on the one hand, and one or more of its Affiliates, on the other hand, including any and all Contracts (other than any Transaction Document) between the Seller, on the one hand, and one or more of its Affiliates, on the other hand, shall be terminated in full, without any Liability to the Buyer or any of its Affiliates following the Closing.
Termination of Affiliate Transactions. Prior to the Closing, the Seller and its Affiliates shall terminate all Affiliate Transactions (other than those being provided after the Closing pursuant to the Transition Services Agreement), in each case without any further obligation of the Company or any of the Subsidiaries and with any and all related claims against the Company and the Subsidiaries being fully discharged.
Termination of Affiliate Transactions. The Company shall terminate at or prior to Closing, and obtain any consents or releases required to terminate at or prior to Closing, the agreements listed on Schedule 3.21 without any liability to the Buyer or the Surviving Corporation from and after the Closing.
Termination of Affiliate Transactions. The Contracts set forth on Schedule 8.1(h) shall have been terminated.
Termination of Affiliate Transactions. The Company shall take all such action as is necessary to ensure that, except (i) as set forth in Schedule 5.11 of the Disclosure Schedules, (ii) as otherwise agreed to by the Stockholders’ Representative and Purchaser in writing, and (iii) for this Agreement, all Contracts and any other arrangements or transactions between any Related Party, on the one hand, and the Company or its Subsidiary, on the other hand, shall be terminated as of Closing without the payment of any fee or penalty, or incurrence of any obligation or liability, by the Company.
Termination of Affiliate Transactions. On or before the Closing Date, except for Liabilities relating to the Employment Agreements and as set forth on Schedule 7.11, all Liabilities of the Company or any of its Subsidiaries, on the one hand, and one or more of its Affiliates (including the Sellers but not including the Company and any of its Subsidiaries), on the other hand, including any and all Contracts (other than any Transaction Document) between the Company or any of its Subsidiaries, on the one hand, and one or more of its Affiliates (including the Sellers but not including the Company and any of its Subsidiaries), on the other hand, shall be terminated in full, without any Liability to the Buyer, the Company, any of their respective Affiliates following the Closing.
Termination of Affiliate Transactions. Evidence of the termination of all agreements set forth on Schedule 8.10 with no Liability to the Company (in each case, in a form reasonably satisfactory to the Buyer).
Termination of Affiliate Transactions. Seller shall cause all Affiliate Transactions, including, without limitation, those listed in SCHEDULE 5.3.6 to be cancelled, terminated, waived and released at or prior to the Closing without any consideration being paid or payable by the Business in respect thereof, pursuant to appropriate agreements or other instruments, in form and substance satisfactory to Buyer.
Termination of Affiliate Transactions. 24 SECTION 6 ADDITIONAL COVENANTS OF THE PARTIES
