Termination and Release definition

Termination and Release means the Termination and Release (Participation Agreement and Trust Agreement) dated the Closing Date between Owner Participant, Owner Trustee and Purchaser, substantially in the Agreed form.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedSchedule a Demo

Termination and Release means that certain Termination and Release to be entered into at the Closing by and among Seller, Purchaser, Guarantor, GETRAG All Wheel Drive and certain of their Affiliates, a form of which is attached hereto as Exhibit A.

Termination and Release means the Termination and Release, dated as of the Closing Date, by and among the Company and each Holder, in the form agreed to by the parties on or prior to the date hereof.

Examples of Termination and Release in a sentence

• In all cases, provision of benefits hereunder shall continue only so long as the Executive continues to comply with and not breach the terms of this Agreement and the Termination and Release Agreement and in the event of such noncompliance or breach, all benefits (except as required by law) shall immediately be terminated.

• In all cases, severance payments hereunder shall continue only so long as the Executive continues to comply with and not breach the terms of this Agreement and the Termination and Release Agreement and in the event of such noncompliance or breach, all severance payments shall immediately be terminated.

• The Seller shall provide the Buyer with proof of termination of all licenses and other rights of use of the Assets by providing to the Buyer fully executed Termination and Release Agreements for each of the License Agreements.

• Kraton, the Company and Executive have executed this Termination and Release Agreement effective as of the Effective Date.

• This Termination and Release Agreement is not, and shall not in any way be construed as, an admission by the Company that it has acted wrongfully with respect to Employee or any other person, or that Employee has any rights whatsoever against the Company except as set forth herein, and the Company specifically disclaims any liability to or wrongful acts against Employee or any other person, on the part of itself, its employees or its agents.

• The terms and conditions of this Termination and Release shall inure to the benefit of and be binding upon the respective successors, heirs, executors, legal representatives, and assigns of the Parties hereto.

• In executing this Termination and Release Agreement, neither party relies on any term, condition, promise or representation other than those expressed in this Termination and Release Agreement.

• This Termination and Release may be executed in any number of counterparts, each of which shall be an original, but all of which, taken together, shall constitute one and the same document.

• This Termination and Release Agreement supersedes all prior and contemporaneous oral and written agreements and discussions with respect to the subject matter hereof.

• This Termination and Release Agreement may not be amended, modified or changed (in whole or in part), except by a formal, definitive written agreement expressly referring to this Termination and Release Agreement, which agreement is executed by both of the parties hereto.

More Definitions of Termination and Release

Termination and Release means the existing commitments under the Facilities Agreement being cancelled, all principal, interest, fees and other amounts payable thereunder (other than contingent obligations for which no claim has been made) being paid in full, and all liens on collateral (including, without limitation, under the security trust (fideicomiso de garantía) number No. F/111517-9) and guarantees under the Facilities Agreement and the Borrower’s existing high yield notes (other than guarantees from the Guarantors thereunder) being terminated.

Termination and Release means an acknowledgement from ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Senior Funding, Inc., in its capacity as collateral agent (in such capacity, the “Collateral Agent”) under the Guarantor Credit Agreement, (i) confirming that effective as of Closing the Collateral Agent’s security interest in the Purchased Shares owned by any Vendor, which have been pledged as security to the Collateral Agent by such Vendor, shall be automatically released and terminated in accordance with the terms of the Guarantor Credit Agreement, and (ii) in the event that effective as of Closing the Collateral Agent fails to prepare and file such financing change statements as are required to reflect the discharge of all registrations against any Vendor in favour of the Collateral Agent solely in respect of such Purchased Shares, authorizing effective as of Closing the Purchaser or the Purchaser’s counsel (or any of their respective agents) to prepare and file such financing change statements; provided that such financing change statements are in form and substance reasonably satisfactory to the Collateral Agent.

Termination and Release has the meaning set forth in Section 3.13.

Termination and Release means an acknowledgement from Morgan Stanley Senior Funding, Inc., in its capacity as collateral agent (in such capacity, the “Collateral Agent”) under the Guarantor Credit Agreement, (i) confirming that effective as of Closing the Collateral Agent’s security interest in the Purchased Shares owned by any Vendor, which have been pledged as security to the Collateral Agent by such Vendor, shall be automatically released and terminated in accordance with the terms of the Guarantor Credit Agreement, and (ii) in the event that effective as of Closing the Collateral Agent fails to prepare and file such financing change statements as are required to reflect the discharge of all registrations against any Vendor in favour of the Collateral Agent solely in respect of such Purchased Shares, authorizing effective as of Closing the Purchaser or the Purchaser’s counsel (or any of their respective agents) to prepare and file such financing change statements; provided that such financing change statements are in form and substance reasonably satisfactory to the Collateral Agent.