Examples of Terminated Arrangements in a sentence
Prior to Closing and except as set forth on Schedule 5.7, (a) the Acquired Companies shall terminate, or cause to be terminated, the agreements and arrangements with any Related Parties (the “Terminated Arrangements”), and (b) all intercompany accounts with Related Parties (an “Intercompany Account”) shall have been paid or settled in full, such that neither Acquired Company nor Seller shall have any Liability following the Closing related to such Terminated Arrangements or Intercompany Accounts.
The Purchaser shall have received evidence (satisfactory to the Purchaser) that the Terminated Arrangements described in Section 7.8 have been terminated in accordance therewith.
Prior to the Closing, the Company shall terminate, or cause to be terminated, the agreements and arrangements set forth on Schedule 7.8 (the “Terminated Arrangements”), such that the Company shall be released from any and all liabilities and obligations arising out of, or related to, such Terminated Arrangements, and the Company shall not have any liability following the Closing related to such Terminated Arrangements.
Prior to Closing, the Company shall terminate, or cause to be terminated, the agreements and arrangements set forth on Schedule 7.14 (the “Terminated Arrangements”), such that neither the Company nor any Subsidiary shall have any liability following the Closing related to such Terminated Arrangements.
The Purchaser shall have received evidence (reasonably satisfactory to the Purchaser) that the Terminated Arrangements described in Section 7.14 have been terminated in accordance therewith.
Effective as of the Termination Date, and notwithstanding any provision of the Life Insurance Agreement or any other Terminated Arrangement to the contrary, none of the Company or its affiliates, directors, officers, employees, agents or other representatives, on the one hand, nor the Executive, on the other hand, shall have any further obligation or liability to each other under the Terminated Arrangements.
The Parent shall have received evidence (reasonably satisfactory to the Parent) that the Terminated Arrangements have been terminated in accordance therewith.
Effective as of January 1, 2018 (the “Termination Date”), the Terminated Arrangements shall terminate and be of no further force and effect.
The Company and the Executive each hereby acknowledge and agree that any amounts owed from the Company to the Executive pursuant to the Terminated Arrangements (including the annual payments used to fund the premiums on the insurance policies owned by the Executive’s insurance trust and any tax gross-up payments) have been satisfied prior to the execution of this Agreement, and no amounts are currently owed or outstanding as between the parties.
Prior to or at Closing, the Company shall terminate, or cause to be terminated, and deliver to Parent written evidence of termination, of the agreements and arrangements set forth on Schedule 7.16 (the “Terminated Arrangements”), such that the Company shall not have any liability following the Closing related to such Terminated Arrangements, and no Person (other than Parent) shall have any rights with respect to the Company’s capital stock.