Common use of Affiliate Agreements Clause in Contracts

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (dMY Technology Group, Inc. IV), Agreement and Plan of Merger (Colonnade Acquisition Corp.), Membership Interests Purchase Agreement (Stratim Cloud Acquisition Corp.)

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Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 6.5 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 6.5 of the Company Disclosure Letter. With respect to each such Affiliate Agreement, the Company shall deliver to Acquiror evidence of such termination or settlement, as applicable, at or prior to the Closing.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tiga Acquisition Corp.), Agreement and Plan of Merger and Reorganization (Arrowroot Acquisition Corp.)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 of the Company Disclosure Letter shall be terminated or settled at At or prior to the Closing Closing, the Company shall terminate or settle, or cause to be terminated or settled, without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise all Affiliate Agreements (other than those set forth on Section 6.4 of the Company Disclosure Letter) and provide Acquiror with evidence of such termination or settlement reasonably satisfactory to Acquiror.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Reinvent Technology Partners), Registration Rights Agreement (Broadscale Acquisition Corp.)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 of the Company Disclosure Letter shall be terminated or settled settled, at or prior to the Closing Closing, without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Social Capital Hedosophia Holdings Corp. V), Agreement and Plan of Merger (One)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Xos, Inc.), Agreement and Plan of Merger (NextGen Acquisition Corp)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 7.22 of the Company Disclosure Letter Letter, if any, shall be terminated or settled at or prior to the Closing without further liability to Acquiror, SPAC or the Company or any of the Company’s SubsidiariesParties, in each case, except as otherwise set forth on Section 6.4 7.22 of the Company Disclosure Letter.

Appears in 2 contracts

Samples: Business Combination Agreement (Chenghe Acquisition Co.), Business Combination Agreement (Chenghe Acquisition I Co.)

Affiliate Agreements. All Affiliate Agreements set forth on Section ‎Section 6.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section ‎Section 6.4 of the Company Disclosure Letter.

Appears in 2 contracts

Samples: Joinder Agreement (Motive Capital Corp), Agreement and Plan of Merger (Empower Ltd.)

Affiliate Agreements. All The Company shall terminate or settle all Affiliate Agreements set forth on identified in Section 6.4 7.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on in Section 6.4 7.4 of the Company Disclosure Letter.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Soaring Eagle Acquisition Corp.), Agreement and Plan of Merger (B. Riley Principal 150 Merger Corp.)

Affiliate Agreements. All The Company shall deliver to Acquiror evidence that all Affiliate Agreements (other than those set forth on Section 6.4 6.5 of the Company Disclosure Letter shall be Letter) have been terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Waldencast Acquisition Corp.)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 of Prior to the Closing, the Company Disclosure Letter shall terminate or settle, or cause to be terminated or settled at or prior to the Closing settled, without further liability to Acquiror, the Company or any of the Company’s 's Subsidiaries, in each case, except as otherwise all Affiliate Agreements set forth on Section 6.4 of the Company Disclosure Letter, and obtain evidence reasonably satisfactory to Acquiror that such Affiliate Agreements have been terminated or settled, effective prior to the Closing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aurora Acquisition Corp.)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter. With respect to each such Affiliate Agreement, the Company shall deliver to Acquiror evidence of such termination or settlement, as applicable, at or prior to the Closing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Marquee Raine Acquisition Corp.)

Affiliate Agreements. All Prior to the Closing, the Company shall cause all Affiliate Agreements Agreements, other than those set forth on Section 6.4 of the Company Disclosure Letter shall Letter, to be terminated or settled at effective as of or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Welsbach Technology Metals Acquisition Corp.)

Affiliate Agreements. All The Company shall deliver to Acquiror evidence that all Affiliate Agreements (other than those set forth on Section 6.4 of the Company Member Disclosure Letter shall be Letter) have been terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Equity Purchase Agreement (Waldencast Acquisition Corp.)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 of Prior to the Closing, the Company Disclosure Letter shall terminate or settle, or cause to be terminated or settled at or prior to the Closing settled, without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise all Affiliate Agreements set forth on Section 6.4 of the Company Disclosure Letter, and obtain evidence reasonably satisfactory to Acquiror that such Affiliate Agreements have been terminated or settled, effective prior to the Closing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Social Capital Hedosophia Holdings Corp. III)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter. With respect to each such Affiliate Agreement, the Company shall deliver to Acquiror evidence of such termination or settlement, as applicable, at or prior to the Closing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (BurTech Acquisition Corp.)

Affiliate Agreements. All Affiliate Agreements Contracts set forth on Section 6.4 ‎Section 7.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company Rubicon Companies or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 ‎Section 7.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Founder SPAC)

Affiliate Agreements. All Prior to the Closing, the Company shall cause all Affiliate Agreements Agreements, other than those set forth on Section 6.4 of the Company Disclosure Letter shall Letter, to be terminated or settled at effective as of or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Welsbach Technology Metals Acquisition Corp.)

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Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 of the Company Disclosure Letter (to the extent such Affiliates Agreements do not terminate by its terms upon the Effective Time) shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (CITIC Capital Acquisition Corp.)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 4.12(a)(vi) of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 6.5 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Registration Rights Agreement (Perception Capital Corp. II)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company Parties or any of the Company’s their Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Khosla Ventures Acquisition Co.)

Affiliate Agreements. All Affiliate Agreements Contracts set forth on Section 6.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company Mobile Companies or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fifth Wall Acquisition Corp. III)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 6.14 of the Company Disclosure Letter shall be terminated or settled settled, at or prior to the Closing Closing, in each case without further liability or obligation of any kind to AcquirorSPAC, Merger Sub, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Business Combination Agreement and Plan of Merger (TWC Tech Holdings II Corp.)

Affiliate Agreements. All Affiliate Agreements Contracts set forth on Section ‎Section 6.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company Mobile Companies or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section ‎Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Support Agreement (Mobile Infrastructure Corp)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 7.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to AcquirorHoldCo, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 7.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Business Combination Agreement and Plan of Merger (SC Health Corp)

Affiliate Agreements. All The Company shall terminate or settle the Affiliate Agreements set forth on identified in Section 6.4 7.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on in Section 6.4 7.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (AMCI Acquisition Corp. II)

Affiliate Agreements. All Affiliate Agreements Except as set forth on Section 6.4 6.23 of the Company Disclosure Letter Letter, all agreements with Related Persons shall be terminated or settled at or prior to the Closing without further liability to Acquiror, the Company Purchaser or any of the Company’s SubsidiariesTarget Companies, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Registration Rights Agreement (Inflection Point Acquisition Corp.)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 of the Company Disclosure Letter shall be terminated or settled at or prior to the Closing without further liability to AcquirorBright Lights, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Business Combination Agreement (Bright Lights Acquisition Corp.)

Affiliate Agreements. All Affiliate Agreements set forth on Section 6.4 6.14 of the Company Disclosure Letter shall be terminated or settled settled, at or prior to the Closing Closing, without further liability or obligation of any kind to AcquirorParent, Merger Sub, the Company or any of the Company’s Subsidiaries, in each case, except as otherwise set forth on Section 6.4 of the Company Disclosure Letter.

Appears in 1 contract

Samples: Business Combination Agreement and Plan of Merger (Nebula Caravel Acquisition Corp.)

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