Common use of Termination of Affiliate Agreements Clause in Contracts

Termination of Affiliate Agreements. At or prior to the Effective Time, unless otherwise directed in writing by Parent or provided elsewhere herein, the Company shall terminate, or otherwise amend to exclude the Company and any of its Subsidiaries as a party thereto, all Affiliate Agreements to the extent provided on Section 5.12 of the Disclosure Letter and shall take such other actions specified on Section 5.12 of the Company Disclosure Letter.

Termination of Affiliate Agreements. At or prior to the Effective TimeClosing Date, except as set forth on Schedule 5.07, unless otherwise directed in writing by Parent or provided elsewhere herein, the Company shall terminate, or otherwise amend to exclude the Company and any of its Subsidiaries as a party theretocause termination of, all Affiliate Agreements to Agreements, and all amounts due and payable thereunder and any and all future obligations owing thereunder shall be cancelled, in each case with no further Liabilities surviving the extent provided on Section 5.12 of the Disclosure Letter and shall take such other actions specified on Section 5.12 of the Company Disclosure LetterClosing.

Termination of Affiliate Agreements. At or prior to the Effective Time, unless otherwise directed in writing by Parent or provided elsewhere herein, the Company shall use its reasonable best efforts to terminate, or otherwise amend to exclude the Company and any of its Subsidiaries Subsidiary as a party thereto, all Affiliate Agreements to the extent provided other than those Affiliate Agreements set forth on Section 5.12 5.15 of the Disclosure Letter and shall take such other actions specified on Section 5.12 of the Company Seller Disclosure Letter.

Termination of Affiliate Agreements. At or Notwithstanding any provision in Section 6.01 to the contrary, the Existing Member and its Affiliates shall, and shall cause the Company to, terminate all of the contracts listed on Section 6.16 of the Disclosure Schedule prior to the Effective Time, unless otherwise directed in writing by Parent Closing without any cost or provided elsewhere herein, Liability to the Company shall terminateor the New Member before, on or otherwise amend to exclude after the Company and any of its Subsidiaries as a party thereto, all Affiliate Agreements to the extent provided on Section 5.12 of the Disclosure Letter and shall take such other actions specified on Section 5.12 of the Company Disclosure LetterClosing.

Termination of Affiliate Agreements. At or prior to the Effective TimeClosing (and subject to the occurrence of the Closing), unless otherwise directed in writing by Parent Purchaser or provided elsewhere herein, the Company shall terminate, or otherwise amend to exclude the Company and any of its Subsidiaries as a party thereto, all Affiliate Agreements to the extent Agreements, and all amounts due and payable thereunder shall be paid in full, and any and all future obligations owing thereunder shall be cancelled, in each case except as otherwise provided on Section 5.12 of the Disclosure Letter and shall take such other actions specified on Section 5.12 7.13 of the Company Disclosure LetterSchedule.

Termination of Affiliate Agreements. At or prior to the Effective Time, unless otherwise directed in writing by Parent or provided elsewhere hereinClosing, the Company shall, and shall terminatecause each of the Company Subsidiaries to, or otherwise amend to exclude terminate the Contracts set forth on Schedule 6.7, without any residual liability on the part of the Company and any of its Subsidiaries as a party thereto, all Affiliate Agreements to the extent provided on Section 5.12 of the Disclosure Letter and shall take such other actions specified on Section 5.12 each of the Company Disclosure LetterSubsidiaries. The Company will deliver to Parent evidence of the termination of such Contracts in form and substance reasonably acceptable to Parent.

Termination of Affiliate Agreements. At or prior to the Adjustment Time (and subject in each case to the occurrence of the Effective Time), unless otherwise directed in writing by Parent or provided elsewhere herein, the Company shall terminate, or otherwise amend to exclude the Company and any of its Subsidiaries as a party thereto, all Affiliate Agreements to the extent Agreements, and all amounts due and payable thereunder shall be paid in full, and any and all future obligations owing thereunder shall be cancelled, in each case except as otherwise provided on Section 5.12 of the Company Disclosure Letter Letter, and the Company shall take such other actions specified on Section 5.12 of the Company Disclosure Letter.5.12

Termination of Affiliate Agreements. At or prior to the Effective Time, unless otherwise directed in writing by Parent or provided elsewhere hereinClosing, the Company shall, and shall terminate, or otherwise amend to exclude the Company and any cause each of its Subsidiaries as a party theretoto, all Affiliate Agreements to terminate the extent provided Contracts set forth on Section 5.12 Schedule 6.8, without any residual liability on the part of the Disclosure Letter and shall take such other actions specified on Section 5.12 Company. The Company will deliver to Parent evidence of the Company Disclosure Lettertermination of such Contracts in form and substance reasonably acceptable to Parent.

Termination of Affiliate Agreements. At or prior to the Effective TimeClosing, unless otherwise directed in writing by Parent Purchaser or expressly provided elsewhere otherwise herein, the Company and its Affiliates shall terminate, or otherwise amend to exclude the Company and any of its Subsidiaries as a party thereto, all agreements and transactions to which the Company Group, on the one hand, and any Affiliate Agreements of the Company (other than the Company Group), on the other hand, is a party, in each case, to the extent provided set forth on Section 5.12 of the Disclosure Letter and shall take such other actions specified on Section 5.12 of the Company Disclosure Letter“Terminated Contracts Schedule”.

Termination of Affiliate Agreements. At or prior to the East/Toucan Effective Time, unless otherwise directed in writing by Parent or provided elsewhere hereinParent, the Company shall terminate, or otherwise amend to exclude the Company and any of its Subsidiaries as a party thereto, all Affiliate Agreements to the extent provided on Section 5.12 6.18 of the Company Disclosure Letter and shall take such other actions specified on Section 5.12 6.18 of the Company Disclosure Letter.

Termination of Affiliate Agreements. At or prior to the Effective Time, unless otherwise directed in writing by Parent or provided elsewhere herein, the Company shall terminate, or otherwise amend to exclude the Company and any Subsidiary of its Subsidiaries the Company as a party thereto, all Affiliate Agreements other than those Affiliate Agreements set forth on Schedule 5.09, and no amounts will be owed by, or owing to, any Group Company pursuant to the extent provided on Section 5.12 of the Disclosure Letter and shall take any Affiliate Agreements, whether in connection with such other actions specified on Section 5.12 of the Company Disclosure Lettertermination or amendment or otherwise.

Termination of Affiliate Agreements. At or prior to the Effective Time, unless otherwise directed in writing by Parent or provided elsewhere herein, the Company shall terminate, or otherwise amend to exclude the Company and any of its Subsidiaries Subsidiary as a party thereto, all those Affiliate Agreements to the extent provided set forth on Section 5.12 of the Disclosure Letter and shall take such other actions specified on Section 5.12 of the Company Disclosure LetterSchedule 5.09.

Termination of Affiliate Agreements. At or prior to the Effective Time, unless otherwise directed in writing by Parent or provided elsewhere hereinParent, the Company shall terminate, terminate all Affiliate Agreements with no further liability or otherwise amend to exclude obligations owed by the Company and any of its Subsidiaries as a party theretoSubsidiaries. For avoidance of doubt, all Affiliate Agreements the Company shall have no obligation to terminate any of the extent provided contracts or agreements set forth on Section 5.12 of the Disclosure Letter and shall take such other actions specified on Section 5.12 10.12 of the Company Disclosure LetterSchedule except to the extent set forth in such schedule.

Termination of Affiliate Agreements. At or prior to the Effective Time, unless otherwise directed in writing by Parent or provided elsewhere hereinClosing, the Company shall terminate, or otherwise amend to exclude the Company and any of its Subsidiaries as a party thereto, all Affiliate Agreements, other than those Affiliate Agreements to the extent provided set forth on Section 5.12 6.13 of the Disclosure Letter and shall take such other actions specified on Section 5.12 of the Company Disclosure LetterSchedule.

Termination of Affiliate Agreements. At or prior to the Effective Time, unless otherwise directed in writing by Parent or provided elsewhere herein, the Company shall terminate, or otherwise amend to exclude the Company and any Subsidiary of its Subsidiaries the Company as a party thereto, all Affiliate Agreements to the extent provided other than those Affiliate Agreements set forth on Section 5.12 of the Disclosure Letter and shall take such other actions specified on Section 5.12 of the Company Disclosure LetterSchedule 5.10.

Termination of Affiliate Agreements. At or prior to the Effective Time, unless otherwise directed in writing by Parent or provided elsewhere herein, the Company shall use its reasonable best efforts to terminate, or otherwise amend to exclude the Company and any of its Subsidiaries Subsidiary as a party thereto, all Affiliate Agreements to the extent provided other than those Affiliate Agreements set forth on Section 5.12 5.15 of the Disclosure Letter and shall take such other actions specified on Section 5.12 of the Company Disclosure Letter.