Termination of Related Party Transactions. All Contracts or other arrangements between Seller or its Affiliates (other than the Sold Entities) and officers, directors and employees thereof, on the one hand, and the Sold Entities, on the other hand, shall be terminated on or prior to the Closing without any loss, liability or expense of the Sold Entities paid or remaining thereunder, except for (a) the Transaction Documents and (b) those other Contracts or arrangements set forth in Section 5.09 of the Seller Disclosure Schedules.
Termination of Related Party Transactions. (a) Except as set forth in Section 6.11 of the Company Disclosure Letter, all Contracts between the Company or any of its Subsidiaries, on the one hand, and any Triarc Related Party, on the other hand, shall be terminated as of the Closing, and all liabilities thereunder shall thereupon be discharged and released. This covenant is intended to be for the benefit of, and shall be enforceable by, the Triarc Related Parties as if such Persons were parties hereto.
(b) On the Closing Date, the Buyer shall change its name to eliminate the reference therein to “Triarc” in accordance with the terms of the Trademark License Agreement, dated as of November 24, 2004, by and among Triarc Companies, Inc., the Company and the Buyer.
Termination of Related Party Transactions. Each Contract (a) set forth in Section 5.6 of the Disclosure Schedule in response to Section 5.6, and (b) any and all Contracts that were not, but by their terms should have been, set forth in Section 5.6 of the Disclosure Schedule shall have been terminated as of the Closing Date, and the parties thereto shall have acknowledged full payment of all amounts owed pursuant thereto and the termination of all obligations of the Business thereunder; provided, that the provisions of this Section 8.11 shall not apply to those Contracts set forth in Section 8.11 of the Disclosure Schedule.
Termination of Related Party Transactions. The Company shall have caused the termination, payment or settlement in full of all transactions required to be disclosed pursuant to Section 2.20, and Parent shall have received reasonably satisfactory evidence thereof.
Termination of Related Party Transactions. On or prior to the Closing Date, all (a) Liabilities between any Genesis Company, on the one hand, and one or more of its Affiliates (including Seller, but not including any other Genesis Company), on the other hand, and (b) Related Party Transactions (other than the Game Content License Agreements), in each case, shall be terminated in full, without any Liability to Purchaser, any Genesis Company or any of their respective Affiliates following the Closing other than Liabilities and Related Party Transactions relating to a person’s employment relationship with a Genesis Company (the “Related Party Transactions Terminations”).
Termination of Related Party Transactions. Except as set forth on Schedule 6.08, prior to the Closing each Trilogy Party shall, and shall cause its Subsidiaries and Affiliates to, terminate each Related Party Transaction, effective as of the Closing, such that, following the Closing, no Trilogy Party or any other party to such Related Party Transaction will have any further Liability under any such Related Party Transaction or Contract.
Termination of Related Party Transactions. Prior to the Closing, all Contracts and transactions that are or would be required to be disclosed under Section 3.27 shall be terminated (unless AGM has otherwise provided express direction in advance or AGM or any of its Affiliates are parties thereto) without any liability of AGM, AHL Merger Sub or any AGM Related Party, and all obligations of AGM, AGM Merger Sub or any AGM Related Party, shall be deemed satisfied in full and terminated as of the Closing.
Termination of Related Party Transactions. NMD shall cause all Contracts or other arrangements between any NMD Party or their Affiliates and officers, directors and employees thereof (other than Xxxxxx and Marlin GP), on the one hand, and any Xxxxxx Party or their Affiliates (other than any NMD Party), on the other hand, to be terminated on or prior to the Closing without any loss, liability or expense of Xxxxxx paid or remaining thereunder, except for (i) the Transaction Documents, (ii) those other contracts or arrangements set forth on Schedule 8.15 of the Xxxxxx Disclosure Schedules and (iii) any contracts or other arrangements necessary to enable or compensate any NMD Party in performing the services contemplated in the Transition Services Agreement.
Termination of Related Party Transactions. Evidence, reasonably satisfactory to Buyer, of the termination of the Related Party Transactions required by Section 4.13.
Termination of Related Party Transactions. Except for the Contracts listed in Schedule 6.9, Seller shall cause all Contracts or other arrangements between Seller, any Affiliate of Seller and officers, directors and employees thereof, on the one hand, and any Oasis Party or their Affiliates, on the other hand, to be terminated on or prior to the Closing without any loss, liability or expense of any Oasis Party paid or remaining thereunder, except for the Transaction Documents.
