Unwind Agreement. Pursuant to Sections 9.4 and 10.3 of this Agreement, the parties agree to close the transactions contemplated by this Agreement prior to the FCC Consent becoming a Final Order and to enter into an unwind agreement, at Closing, in substantially the form attached as EXHIBIT B hereto (the "Unwind Agreement").
Unwind Agreement. The Unwind Agreement (unless at the time of the Closing the FCC Consent shall have become a Final Order).
Unwind Agreement. The Selling Stockholder has entered into a Termination Agreement on or about the date hereof with RBC Capital Markets, LLC, as agent for Royal Bank of Canada, and RBC Capital Markets, LLC, as securities intermediary for Royal Bank of Canada, to terminate its Share Forward Transaction with Royal Bank of Canada, dated April 29, 2019, which covered up to 642,850 shares of Common Stock.
Unwind Agreement. The parties hereto agree and acknowledge that the Unwind Agreement for the Panda PPA, as set out in paragraph 3 of the December 19, 2000, letter agreement by and between Pepco and Old Mirant regarding "Settlement of Outstanding Issues," as subsequently modified, has expired and that no purchase price adjustment is owed
Unwind Agreement. The Companies shall have been (i) completely released from all liabilities to CMS Energy and its Affiliates under the Class I Contracts and (ii) released from all liabilities to CMS Energy and its Affiliates under the Class II Contracts to the extent exceeding $5,000,000 (and a copy of such release shall have been provided to Purchaser).
Unwind Agreement. If for any reason at any time the Distribution shall fail, shall fail to be consummated or shall be unwound, terminated, repealed or otherwise not of full force and effect, then the Borrowers agree, and agree to cause their Subsidiaries, to (a) take such action as FINOVA may require, if any, in its sole and absolute discretion, to unwind or otherwise amend and modify the transactions contemplated by this Second Amendment and/or evidenced by the PracticeWorks Credit Facility and (b) execute and deliver such agreements, documents and instruments, and procure the issuance of such legal opinions, in each case as FINOVA may require in its sole and absolute discretion. The Borrowers acknowledge that the agreements and covenants contained in this Section 17 constitute a material inducement to FINOVA's agreement to execute and deliver, and consent to the transactions contemplated by, this Second Amendment. All costs,
Unwind Agreement. In the event that a Public Offering (as defined below) is not consummated within one year from the date of this Agreement (the "Trigger Event"), Xxxxxxxx XxXxxxxx and Xxxxxx Xxxxxx-Xxxxxxx (either alone or jointly) shall have the option to trigger an unwind of the transactions provided herein by delivering a written demand to the other parties hereto that such party desires to unwind the transaction (the "Notice"). In the event a Notice is delivered as provided above, within 30 days after delivery of such Notice, the parties hereto shall execute a Stock Exchange Agreement providing, among other things, that (a) the Stockholders shall transfer, assign and deliver to the Company all of the Company Shares held by them in exchange solely for the Acquisition Corp. Shares and (b) the Company shall transfer, assign and deliver to the Stockholders (in the amounts held by them prior to the execution of this Agreement) all of the Acquisition Corp. Shares in exchange solely for the Company Shares held by the Stockholders (the "Unwind") with all of such Company Shares and Acquisition Corp. Shares free and clear of all liens, claims, charges, limitations, agreements and restrictions whatsoever. No other consideration will be provided to the parties in such stock exchange. The parties hereto acknowledge that the Unwind may result in adverse tax, consequences, and the parties have been advised to seek tax advice regarding such transaction.
Unwind Agreement. If the Closing occurs before the FCC Consent becomes a Final Order, the Parties shall have entered into a mutually-acceptable unwind agreement.
Unwind Agreement. Seller and Purchaser shall have entered into the Unwind Agreement in the form of Exhibit B attached hereto (the "Unwind Agreement").
Unwind Agreement. Seller and Purchaser shall have entered into the Unwind Agreement.
