Termination of Agreement Clause Example with 51 Variations from Business Contracts
This page contains Termination of Agreement clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Termination of Agreement. This Agreement shall be subject to termination in your absolute discretion, without liability on the part of any Underwriter to the Company, or the Operating Partnership by notice to the Company and the Operating Partnership, if prior to the Closing Date or the Additional Closing Date (if different from the Closing Date and then only as to the Additional Shares), as the case may be, in your sole judgment, (i) trading in the Company's Class A Common Stock shall have been suspended by the Commissi...on or the NYSE, (ii) trading in securities generally on the NYSE or NASDAQ shall have been suspended or materially limited, or minimum or maximum prices shall have been generally established on such exchange, or additional material governmental restrictions, not in force on the date of this Agreement, shall have been imposed upon trading in securities generally by any such exchange or by order of the Commission or any court or other governmental authority, (iii) a general moratorium on commercial banking activities shall have been declared by either federal or New York State authorities or (iv) there shall have occurred any outbreak or escalation of hostilities or other international or domestic calamity, crisis or change in political, financial or economic conditions or other material event the effect of which on the financial markets of the United States is such as to make it, in your judgment, impracticable or inadvisable to market the Shares or to enforce contracts for the sale of the Shares. Notice of such cancellation shall be promptly given to the Company and its counsel by telegraph, telecopy or telephone and shall be subsequently confirmed by letter.View More
Variations of a "Termination of Agreement" Clause from Business Contracts
Termination of Agreement. This Agreement shall be subject to termination in your the Representatives' absolute discretion, without liability on the part of any Underwriter to the Company, or the Operating Partnership any Issuer, by notice to the Company and the Operating Partnership, if Issuers prior to delivery of and payment for the Closing Date or the Additional Closing Date (if different from the Closing Date and then only as Notes, if at any time prior to the Additional Shares), as the case may be, in your sole judg...ment, such time (i) trading in the Company's Class A Partnership's Common Stock Units shall have been suspended by the Commission or the NYSE, (ii) NYSE or trading in securities generally on the New York Stock Exchange, 33 the NYSE MKT LLC or NASDAQ the Nasdaq National Market shall have been suspended or materially limited, limited or minimum or maximum prices shall have been generally established on such exchange, or additional material governmental restrictions, not in force on the date of this Agreement, shall have been imposed upon trading in securities generally by any such exchange or by order of the Commission or any court or other governmental authority, (iii) established; (ii) a general banking moratorium on commercial banking activities shall have been declared either by either federal or New York State or Texas state authorities or (iv) a material disruption in commercial banking or securities settlement or clearance services in the United States or with respect to Euroclear S.A./N.V. and Clearstream Banking, société anonyme, shall have occurred; or (iii) there shall have occurred any outbreak or escalation of hostilities or acts of terrorism, declaration by the United States of a national emergency or war or other international calamity or domestic calamity, crisis or any change in political, financial financial, political or economic conditions in the United States or other material event elsewhere, the effect of which on the financial markets of the United States is such as to make it, in your judgment, impracticable the sole judgment of the Underwriters, impractical or inadvisable to market proceed with the Shares offering or to enforce contracts for the sale delivery of the Shares. Notes as contemplated by the Prospectus (exclusive of any amendment or supplement thereto). Notice of such cancellation shall termination may be promptly given to the Company and its counsel Issuers by telegraph, telegram, telecopy or telephone and shall be subsequently confirmed by letter. View More
Termination of Agreement. This Agreement shall be subject to termination in your the Representatives' absolute discretion, without liability on the part of any Underwriter to the Company, or the Operating Partnership any Issuer, by notice to the Company and the Operating Partnership, if Issuers prior to delivery of and payment for the Closing Date or the Additional Closing Date (if different from the Closing Date and then only as Notes, if at any time prior to the Additional Shares), as the case may be, in your sole judg...ment, such time (i) trading in the Company's Class A Partnership's Common Stock Units shall have been suspended by the Commission or the NYSE, (ii) NYSE or trading in securities generally on the New York Stock Exchange, the NYSE MKT LLC or NASDAQ the Nasdaq National Market shall have been suspended or materially limited, limited or minimum or maximum prices shall have been generally established on such exchange, or additional material governmental restrictions, not in force on the date of this Agreement, shall have been imposed upon trading in securities generally by any such exchange or by order of the Commission or any court or other governmental authority, (iii) established; (ii) a general banking moratorium on commercial banking activities shall have been declared either by either federal or New York State or Texas state authorities or (iv) a material disruption in commercial banking or securities settlement or clearance services in the United States or with respect to Euroclear SA/NV and Clearstream Banking, société anonyme, shall have occurred; or (iii) there shall have occurred any outbreak or escalation of hostilities or acts of terrorism, declaration by the United States of a national emergency or war or other international calamity or domestic calamity, crisis or any change in political, financial financial, political or economic conditions in the United States or other material event elsewhere, the effect of which on the financial markets of the United States is such as to make it, in your judgment, impracticable the sole judgment of the Underwriters, impractical or inadvisable to market proceed with the Shares offering or to enforce contracts for the sale delivery of the Shares. Notes as contemplated by the Prospectus (exclusive of any amendment or supplement thereto). Notice of such cancellation shall termination may be promptly given to the Company and its counsel Issuers by telegraph, telegram, telecopy or telephone and shall be subsequently confirmed by letter. View More
Termination of Agreement. This Agreement shall be subject to termination in your the Representatives' absolute discretion, without liability on the part of any Underwriter to the Company, or the Operating Partnership any Issuer, by notice to the Company and the Operating Partnership, if Issuers prior to delivery of and payment for the Closing Date or the Additional Closing Date (if different from the Closing Date and then only as Notes, if at any time prior to the Additional Shares), as the case may be, in your sole judg...ment, such time (i) trading in the Company's Class A Partnership's Common Stock Units shall have been suspended by the Commission or the NYSE, (ii) NYSE or trading in securities generally on the NYSE New York Stock Exchange, the American Stock Exchange or NASDAQ the Nasdaq National Market shall have been suspended or materially limited, limited or minimum or maximum prices shall have been generally established on such exchange, or additional material governmental restrictions, not in force on the date of this Agreement, shall have been imposed upon trading in securities generally by any such exchange or by order of the Commission or any court or other governmental authority, (iii) established; (ii) a general banking moratorium on commercial banking activities shall have been declared either by either federal or New York State or Texas state authorities or (iv) a material disruption in commercial banking or securities settlement or clearance services in the United States or with respect to Euroclear S.A./N.V. and Clearstream Banking, société anonyme, shall have occurred; or (iii) there shall have occurred any outbreak or escalation of hostilities or acts of terrorism, declaration by the United States of a national emergency or war or other international calamity or domestic calamity, crisis or any change in political, financial financial, political or economic conditions in the United States or other material event elsewhere, the effect of which on the financial markets of the United States is such as to make it, in your judgment, impracticable the sole judgment of the Underwriters, impractical or inadvisable to market proceed with the Shares offering or to enforce contracts for the sale delivery of the Shares. Notes as contemplated by the Prospectus (exclusive of any amendment or supplement thereto). Notice of such cancellation shall termination may be promptly given to the Company and its counsel Issuers by telegraph, telegram, telecopy or telephone and shall be subsequently confirmed by letter. View More
Termination of Agreement. This Agreement shall be subject to termination in your the Representatives' absolute discretion, without liability on the part of any Underwriter to the Company, or the Operating Partnership by notice to Enbridge Management, on behalf of the Company and the Operating Partnership, if at or prior to the Closing Date Date; (i) there has been, since the Applicable Time, the time of execution of this Agreement or since the Additional Closing Date (if different from respective dates as of which inform...ation is given in the Closing Date Pricing Disclosure Package and then only the Final Prospectus, any material adverse change in the financial position, results of operations, business or prospects of the Partnership and the Operating Subsidiaries (taken as to a whole), whether or not arising in the Additional Shares), as the case may be, in your sole judgment, (i) ordinary course of business; (ii) trading in the Company's Class A Common Stock shall have been suspended by Units of the Commission Partnership or the NYSE, (ii) publicly traded shares representing limited liability company interests in Enbridge Management shall be suspended or subject to any restriction or limitation not in effect on the date of this Agreement; (iii) trading in securities generally on the NYSE, the NYSE Amex Equities or NASDAQ The Nasdaq Stock Market shall have been suspended or materially limited, or minimum or maximum prices shall have been generally established on such exchange, or additional material governmental restrictions, not in force on the date of this Agreement, shall have been imposed upon trading in securities generally by any such exchange or by order of the Commission or any court or other governmental authority, (iii) limited; (iv) a general moratorium on commercial banking activities in New York shall have been declared by either federal or New York State state authorities or (iv) there shall have been a material disruption in commercial banking or securities settlement or clearance services in the United States; or (v) there shall have occurred any material adverse change in the financial markets in the United States or Canada, any outbreak or escalation of hostilities or the declaration by the United States of a national emergency or war or other international or domestic calamity, crisis or change in political, financial or economic conditions or other material event conditions, the effect of which on the financial markets of the United States is such as to make it, in your the Representatives' judgment, impracticable or inadvisable to market commence or continue the Shares offering or delivery of the Notes on the terms and in the manner contemplated by the Registration Statement, the Pricing Disclosure Package and as set forth on the cover page of the Final Prospectus or to enforce contracts for the sale resale of the Shares. Notes by the Underwriters. Notice of such cancellation termination shall be promptly given to Enbridge Management, on behalf of the Company and its counsel Partnership, by telegraph, telegram, telecopy or telephone and shall be subsequently confirmed by letter. 32 13. Information Furnished by the Underwriters. The statements set forth in the last paragraph on the cover page and the statements in the (i) fourth paragraph under the caption "Underwriting" and (ii) the first and second paragraphs under the caption "Price Stabilization, Short Positions" in each of the Preliminary Prospectus and the Final Prospectus constitute the only information furnished by or on behalf of the Underwriters as such information is referred to in Sections 6(a), 6(c) and 7 hereof. View More
Termination of Agreement. This Agreement shall be subject to termination in your absolute discretion, without liability on the part of any Underwriter to the Company, or the Operating Partnership Company by notice to the Company and the Operating Partnership, Company, if prior to the Closing Date or the Additional Closing Date (if different from the Closing Date and then only as to the Additional Shares), as the case may be, in your sole judgment, (i) trading in the Company's Class A Common Stock shall have been suspende...d by the Commission or the NYSE, NASDAQ, (ii) trading in securities generally on the NYSE or NASDAQ shall have been suspended or materially limited, or minimum or maximum prices shall have been generally established on such exchange, or additional material governmental restrictions, not in force on the date of this Agreement, shall have been imposed upon trading in securities generally by any such exchange or by order of the Commission or any court or other governmental authority, (iii) a general moratorium on commercial banking activities shall have been declared by either federal or New York State authorities authorities, or (iv) (vi) there shall have occurred any outbreak or escalation of hostilities or other international or domestic calamity, crisis or change in political, financial or economic conditions or other material event the effect of which on the financial markets of the United States is such as to make it, in your judgment, impracticable or inadvisable to market the Shares or to enforce contracts for the sale of the Shares. Notice of such cancellation shall be promptly given to the Company and its counsel the Selling Stockholders and their counsels by telegraph, telecopy or telephone and shall be subsequently confirmed by letter. 12. Failure of Any of the Selling Stockholders to Sell and Deliver the Shares. If any of the Selling Stockholders shall fail to sell and deliver to the Underwriters the Shares to be sold and delivered by such Selling Stockholder at the Closing Date pursuant to this Agreement, then the Underwriters may at their option, by written notice from the Representatives to the Company and the Selling Stockholders, either (i) terminate this Agreement without any liability on the part of any Underwriter or, except as provided in Sections 7 and 8 hereof, the Company or the Selling Stockholders or (ii) purchase the Shares that the Company and the other Selling Stockholders have agreed to sell and deliver in accordance with the terms hereof. If any of the Selling Stockholders shall fail to sell and deliver to the Underwriters the Shares to be sold and delivered by such Selling Stockholder pursuant to this Agreement at the Closing Date or the Additional Closing Date, as the case may be, then the Underwriters shall have the right, by written notice from the Representatives to the Company and the Selling Stockholders, to postpone the Closing Date or the Additional Closing Date, as the case may be, but in no event for longer than seven days in order that the required changes, if any, to the Registration Statement and the Prospectus or any other documents or arrangements may be effected. View More
Termination of Agreement. This Agreement shall be subject to termination in your the Representatives' absolute discretion, without liability on the part of any Underwriter to the Company, or the Operating Partnership any Issuer, by notice to the Company and the Operating Partnership, if Issuers prior to the Closing Date or the Additional Closing Date (if different from the Closing Date and then only as Delivery Date, if at any time prior to the Additional Shares), as the case may be, in your sole judgment, such time (i) ...trading in the Company's Class A Partnership's Common Stock Units shall have been suspended by the Commission or the NYSE, (ii) NYSE or trading in securities generally on the New York Stock Exchange, the NYSE American LLC or NASDAQ the Nasdaq National Market shall have been suspended or materially limited, limited or minimum or maximum prices shall have been generally established on such exchange, or additional material governmental restrictions, not in force on the date of this Agreement, shall have been imposed upon trading in securities generally by any such exchange or by order of the Commission or any court or other governmental authority, (iii) established; (ii) a general banking moratorium on commercial banking activities shall have been declared either by either federal or New York State or Texas state authorities or (iv) a material disruption in commercial banking or securities settlement or clearance services in the United States shall have occurred; or (iii) there shall have occurred any outbreak or escalation of hostilities or acts of terrorism, declaration by the United States of a national emergency or war or other international calamity or domestic calamity, crisis or any change in political, financial financial, political or economic conditions in the United States or other material event elsewhere, the effect of which on the financial markets of the United States is such as to make it, in your judgment, impracticable the sole judgment of the Underwriters, impractical or inadvisable to market proceed with the Shares offering or to enforce contracts for the sale delivery of the Shares. Notes as contemplated by the Prospectus (exclusive of any amendment or supplement thereto). Notice of such cancellation shall termination may be promptly given to the Company and its counsel Issuers by telegraph, telegram, telecopy or telephone and shall be subsequently confirmed by letter. View More
Termination of Agreement. This Agreement shall be subject to termination in your the Underwriter's absolute discretion, without liability on the part of any the Underwriter to the Company, Selling Shareholder or the Operating Partnership Partnership, by notice to the Company Selling Shareholder and the Operating Partnership, if prior to the Closing Delivery Date or the Additional Closing Date (if different from the Closing Date and then only as to the Additional Shares), as the case may be, in your sole judgment, (i) tra...ding in the Company's Class A Common Stock Shares or the common units representing limited partner interests in the Partnership or PAA shall have been suspended by the Commission or the NYSE, (ii) NYSE or trading in securities generally on the New York Stock Exchange, the NYSE MKT or the NASDAQ Global Market shall have been suspended or materially limited, limited or minimum or maximum prices shall have been generally established on such exchange, or additional material governmental restrictions, not in force on the date of this Agreement, shall have been imposed upon trading in securities generally by any such exchange or by order of the Commission or any court or other governmental authority, (iii) established; (ii) a general banking moratorium on commercial banking activities shall have been declared either by either federal or New York State or Texas state authorities or (iv) a material disruption in commercial banking or securities settlement or clearance services in the United States, shall have occurred; or (iii) there shall have occurred any outbreak or escalation of hostilities or acts of terrorism, declaration by the United States of a national emergency or war, or other international calamity or domestic calamity, crisis or any change in political, financial financial, political or economic conditions in the United States or other material event elsewhere, the effect of which on the financial markets of the United States is such as to make it, in your judgment, impracticable the judgment of the Underwriter, impractical or inadvisable to market proceed with the offering or delivery of the Shares as contemplated by the Prospectus (exclusive of any amendment or to enforce contracts for the sale of the Shares. supplement thereto). Notice of such cancellation shall termination may be promptly given to the Company and its counsel Partnership by telegraph, telegram, telecopy or telephone and shall be subsequently confirmed by letter. View More
Termination of Agreement. This Agreement shall be subject to termination in your the Representatives' absolute discretion, without liability on the part of any Underwriter to the Company, or the Operating Partnership by notice to Enbridge Management, on behalf of the Company and the Operating Partnership, if at or prior to the Closing Date or the Additional any Option Closing Date (if different from the Closing Date and then only as to the Additional Shares), Units), as the case may be, be; (i) there has been, since the ...Applicable Time, the time 31 of execution of this Agreement or since the respective dates as of which information is given in your sole judgment, (i) the Pricing Disclosure Package and the Final Prospectus, any material adverse change in the financial position, results of operations, business or prospects of the Partnership and the Operating Subsidiaries (taken as a whole), whether or not arising in the ordinary course of business; (ii) trading in the Company's Class A Common Stock shall have been suspended by Units of the Commission Partnership or the NYSE, (ii) publicly traded shares representing limited liability company interests in Enbridge Management shall be suspended or subject to any restriction or limitation not in effect on the date of this Agreement; (iii) trading in securities generally on the NYSE, the NYSE Amex Equities or NASDAQ The Nasdaq Stock Market shall have been suspended or materially limited, or minimum or maximum prices shall have been generally established on such exchange, or additional material governmental restrictions, not in force on the date of this Agreement, shall have been imposed upon trading in securities generally by any such exchange or by order of the Commission or any court or other governmental authority, (iii) limited; (iv) a general moratorium on commercial banking activities in New York shall have been declared by either federal or New York State state authorities or (iv) there shall have been a material disruption in commercial banking or securities settlement or clearance services in the United States; or (v) there shall have occurred any material adverse change in the financial markets in the United States or Canada, any outbreak or escalation of hostilities or the declaration by the United States of a national emergency or war or other international or domestic calamity, crisis or change in political, financial or economic conditions or other material event conditions, the effect of which on the financial markets of the United States is such as to make it, in your the Representatives' judgment, impracticable or inadvisable to market commence or continue the Shares offering or delivery of the Offered Units on the terms and in the manner contemplated by the Registration Statement, the Pricing Disclosure Package and as set forth on the cover page of the Final Prospectus or to enforce contracts for the sale resale of the Shares. Offered Units by the Underwriters. Notice of such cancellation termination shall be promptly given to Enbridge Management, on behalf of the Company and its counsel Partnership, by telegraph, telegram, telecopy or telephone and shall be subsequently confirmed by letter. View More
Termination of Agreement. This Agreement shall be subject to termination in your the Representative's absolute discretion, without liability on the part of any the Underwriter to the Company, or the Operating Partnership Partnership, by notice to the Company and the Operating Partnership, if prior to the Closing Initial Delivery Date or the Additional Closing any Option Units Delivery Date (if different from the Closing Initial Delivery Date and then only as to the Additional Shares), Option Units), as the case may be, i...n your sole judgment, (i) trading in the Company's Class A Common Stock Units shall have been suspended by the Commission or the NYSE, (ii) NYSE or trading in securities generally on the New York Stock Exchange, the NYSE MKT LLC or NASDAQ the Nasdaq National Market shall have been suspended or materially limited, limited or minimum or maximum prices shall have been generally established on such exchange, or additional material governmental restrictions, not in force on the date of this Agreement, shall have been imposed upon trading in securities generally by any such exchange or by order of the Commission or any court or other governmental authority, (iii) established; (ii) a general banking moratorium on commercial banking activities shall have been declared either by either federal or New York State or Texas state authorities or (iv) a material disruption in commercial banking or securities settlement or clearance services in the United States shall have occurred; or (iii) there shall have occurred any outbreak or escalation of hostilities or acts of terrorism, declaration by the United States of a national emergency or war, or other international calamity or domestic calamity, crisis or any change in political, financial financial, political or economic conditions in the United States or other material event elsewhere, the effect of which on the financial markets of the United States is such as to make it, in your judgment, impracticable the sole judgment of the Underwriter, impractical or inadvisable to market proceed with the Shares offering or to enforce contracts for the sale delivery of the Shares. Units as contemplated by the Prospectus (exclusive of any amendment or supplement thereto). Notice of such cancellation shall termination may be promptly given to the Company and its counsel Partnership by telegraph, telegram, telecopy or telephone and shall be subsequently confirmed by letter. View More
Termination of Agreement. This Agreement shall be subject to termination in your the Representatives' absolute discretion, without liability on the part of any Underwriter to the Company, or the Operating Partnership Partnership, by notice to the Company and the Operating Partnership, if prior to the Closing Delivery Date or the Additional Closing Date (if different from the Closing Date and then only as to the Additional Shares), as the case may be, in your sole judgment, (i) (a) trading in the Company's Class A Common ...Stock Units shall have been suspended by the Commission or the NYSE, (ii) NYSE; (b) trading in securities generally on the New York Stock Exchange, the NYSE MKT LLC or NASDAQ the Nasdaq National Market shall have been suspended or materially limited, limited or minimum or maximum prices shall have been generally established on such exchange, or additional material governmental restrictions, not in force on the date of this Agreement, shall have been imposed upon trading in securities generally by any such exchange or by order of the Commission or any court or other governmental authority, (iii) established; (c) a general banking moratorium on commercial banking activities shall have been declared either by either federal or New York State or Texas state authorities or (iv) a material disruption in commercial banking or securities settlement or clearance services in the United States shall have occurred; or (d) there shall have occurred any outbreak or escalation of hostilities or acts of terrorism, declaration by the United States of a national emergency or war, or other international calamity or domestic calamity, crisis or any change in political, financial financial, political or economic conditions in the United States or other material event elsewhere, the effect of which on the financial markets of the United States is such as to make it, in your judgment, impracticable the sole judgment of the Underwriters, impractical or inadvisable to market proceed with the Shares offering or to enforce contracts for the sale delivery of the Shares. Units as contemplated by the Prospectus (exclusive of any amendment or supplement thereto). Notice of such cancellation shall termination may be promptly given to the Company and its counsel Partnership by telegraph, telegram, telecopy or telephone and shall be subsequently confirmed by letter. View More
