Termination Clause Example with 2,481 Variations from Business Contracts
This page contains Termination 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. The Underwriters may terminate this Agreement by notice given by the Representatives to the Company if, after the execution and delivery of this Agreement and prior to the Closing Date, (i) trading generally shall have been suspended or materially limited on, or by, as the case may be, any of the New York Stock Exchange or The Nasdaq Global Market, (ii) trading of any securities issued or guaranteed by the Company shall have been suspended on any exchange or in any over-the-counter market, (iii)... a material disruption in securities settlement, payment or clearance services in the United States shall have occurred, (iv) a general moratorium on commercial banking activities shall have been declared by Federal or New York State authorities or (v) there shall have occurred any outbreak or escalation of hostilities, or any change in financial markets or any calamity or crisis that, in the judgment of the Representatives, is material and adverse and which, singly or together with any other event specified in this clause (v), makes it, in the reasonable judgement of the Representatives, impracticable or inadvisable to proceed with the offer, sale or delivery of the Securities on the terms and in the manner contemplated in the Registration Statement, the General Disclosure Package or the Final Prospectus.View More
Variations of a "Termination" Clause from Business Contracts
Termination. The Underwriters may terminate this This Agreement shall be subject to termination in the absolute discretion of the Representative, by notice given by the Representatives to the Company if, after the execution and prior to delivery of this Agreement and payment for the Securities, if at any time prior to the Closing Date, such delivery and payment (i) trading generally in the Company's Common Stock shall have been suspended by the SEC or materially limited on, the Nasdaq Global Select Market or...by, as the case may be, any of trading in securities generally on the New York Stock Exchange or The the Nasdaq 25 Global Market, (ii) trading of any securities issued or guaranteed by the Company Select Market shall have been suspended on any exchange or in any over-the-counter market, (iii) a material disruption in securities settlement, payment limited or clearance services in the United States minimum prices shall have occurred, (iv) been established on either of such exchanges, (ii) a general banking moratorium on commercial banking activities shall have been declared either by Federal or New York State authorities authorities, (iii) there shall have occurred a material disruption in commercial banking or (v) securities settlement or clearance services or (iv) there shall have occurred any outbreak or escalation of hostilities, declaration by the United States of a national emergency or any change in financial markets war, or any other calamity or crisis that, the effect of which on financial markets is such as to make it, in the sole judgment of the Representatives, is material and adverse and which, singly or together with any other event specified in this clause (v), makes it, in the reasonable judgement of the Representatives, impracticable Representative, impractical or inadvisable to proceed with the offer, sale offering or delivery of the Securities on the terms and in the manner as contemplated in the Registration Statement, the General Disclosure Package by any Preliminary Prospectus or the Final Prospectus. Prospectus (exclusive of any amendment or supplement thereto). View More
Termination. The Underwriters may terminate this This Agreement shall be subject to termination in the absolute discretion of the Representatives, by notice given by the Representatives to the Company if, after the execution and Issuer prior to delivery of this Agreement and payment for the Securities, if at any time prior to the Closing Date, such time (i) trading in securities generally on the New York Stock Exchange shall have been suspended or materially limited on, or by, as the case may be, any of the ...New York Stock Exchange or The Nasdaq Global Market, (ii) trading of any securities issued or guaranteed by the Company minimum prices shall have been suspended established on any exchange such exchange; (ii) a banking moratorium shall have been declared either by U.S. federal or in any over-the-counter market, New York State authorities; (iii) there shall have occurred a material disruption in commercial banking or securities settlement, payment settlement or clearance services in the United States shall have occurred, services; or (iv) a general moratorium on commercial banking activities shall have been declared by Federal or New York State authorities or (v) there shall have occurred any outbreak or escalation of hostilities, declaration by the United States of a national emergency or any change in financial markets war or any other calamity or crisis that, the effect of which on financial markets is such as to make it, in the sole judgment of the Representatives, is material and adverse and which, singly or together with any other event specified in this clause (v), makes it, in the reasonable judgement of the Representatives, impracticable impractical or inadvisable to proceed with the offer, sale offering or delivery of the Securities on the terms and in the manner as contemplated in the Registration Statement, the General Disclosure Package or and the Final Prospectus. Memorandum (exclusive of any amendment or supplement thereto). View More
Termination. The obligations of the Underwriters, the Forward Sellers and the Forward Purchasers hereunder may be terminated by the Underwriters may terminate this Agreement by notice given to and received by the Representatives Company prior to delivery of and payment for the Company if, after Shares if subsequent to the execution and delivery of this Agreement and prior to there shall have occurred any of the Closing Date, following: (i) trading in securities generally on the New York Stock Exchange or in ...the over-the-counter market, or trading in any securities of the Company on any exchange or in the over-the-counter market, shall have been suspended or materially limited on, or by, as the case may be, any settlement of the New York Stock Exchange or The Nasdaq Global Market, (ii) such trading of any securities issued or guaranteed by the Company generally shall have been suspended materially disrupted or minimum prices shall have been established on any such exchange or in such market by the Commission, by such exchange or by any over-the-counter market, (iii) other regulatory body or governmental authority having jurisdiction, (ii) a banking moratorium shall have been declared by federal or New York, Texas or Virginia authorities or there shall have occurred any material disruption in commercial banking, securities settlement, payment settlement or clearance services in the United States, (iii) the United States shall have occurred, (iv) a general moratorium on commercial banking activities become engaged in hostilities, there shall have been declared an escalation in hostilities involving the United States or there shall have been a declaration of a national emergency or war by Federal the United States or New York State authorities or (v) (iv) there shall have occurred any outbreak or escalation of hostilities, or any such a material adverse change in general economic, political or financial conditions, including, without limitation, as a result of terrorist activities 24 after the date hereof (or the effect of international conditions on the financial markets or any calamity or crisis that, in the United States shall be such), in the case of each of the foregoing subsections (i) through (iv), as to make it, in the judgment of the Representatives, is material Underwriters, the Forward Sellers and adverse and which, singly or together with any other event specified in this clause (v), makes it, in the reasonable judgement of the Representatives, Forward Purchasers, impracticable or inadvisable to proceed with the offer, public offering, sale or delivery of the Securities Shares being delivered on the applicable Closing Date on the terms and in the manner contemplated in the Registration Statement, the General Pricing Disclosure Package or and the Final Prospectus. View More
Termination. The Underwriters This Agreement may terminate this Agreement be terminated in the absolute discretion of the Representative, by notice given by the Representatives to the Company if, Company, if after the execution and delivery of this Agreement and prior to the Closing Date, (i) trading generally Date there shall have been suspended 27 occurred (i) a suspension or materially limited on, or by, as the case may be, any of material limitation in trading in securities generally on the New York Stoc...k Exchange, the American Stock Exchange or The Nasdaq Global Market, the NASDAQ; (ii) a suspension or material limitation in trading of any securities issued or guaranteed by the Company shall have been suspended on any exchange or in any over-the-counter market, (iii) a material disruption in securities settlement, payment or clearance services in the United States shall have occurred, (iv) Company's securities on the New York Stock Exchange; (iii) a general moratorium on commercial banking activities shall have been declared by Federal either federal or New York State authorities or (v) there shall have occurred any a material disruption in commercial banking or securities settlement or clearance services in the United States; (iv) an outbreak or escalation of hostilities, hostilities or acts of terrorism involving the United States or a declaration by the United States of a national emergency or war; or (v) any other calamity or crisis or any change in financial markets financial, political or economic conditions in the United States or elsewhere, if the effect of any calamity such event specified in clause (iv) or crisis that, (v) in the judgment of the Representatives, is material and adverse and which, singly or together with any other event specified in this clause (v), Representative makes it, in the reasonable judgement of the Representatives, it impracticable or inadvisable to proceed with the offer, offering, sale or delivery of the Securities on the terms and in the manner contemplated in by this Agreement, the Registration Statement, Time of Sale Information and the General Disclosure Package or the Final Prospectus. Offering Memorandum. View More
Termination. The Underwriters may terminate this This Agreement shall be subject to termination in the absolute discretion of the Representative, by notice given by the Representatives to the Company if, after the execution and prior to delivery of this Agreement and payment for the Securities, if at any time prior to the Closing Date, such delivery and payment (i) trading generally in the Company's Units, Shares or Warrants shall have been suspended by the Commission, or materially limited on, or by, as the... case may be, any of trading in securities generally on the New York Stock Exchange or The Nasdaq Global Market, (ii) trading of any securities issued or guaranteed by the Company Capital Market shall have been suspended or limited or minimum prices shall have been established on any such exchange or in any over-the-counter trading market, (iii) (ii) a material disruption in securities settlement, payment or clearance services in the United States shall have occurred, (iv) a general banking moratorium on commercial banking activities shall have been declared either by Federal or New York State authorities or (v) authorities, (iii) there shall have occurred any outbreak or escalation of hostilities, declaration by the United States of a national emergency or any war, or other national or international calamity or 35 crisis (including, without limitation, an act of terrorism) or change in economic or political conditions the effect of which on financial markets or any calamity or crisis that, is such as to make it, in the sole judgment of the Representatives, is material and adverse and which, singly or together with any other event specified in this clause (v), makes it, in the reasonable judgement of the Representatives, impracticable Representative, impractical or inadvisable to proceed with the offer, sale offering or delivery of the Securities on as contemplated by the terms and in General Disclosure Package or the manner contemplated Prospectus (exclusive of any supplement thereto) or (iv) since the respective dates as of which information is given in the Registration Statement, the General Disclosure Package and the Prospectus, any material adverse change or any development involving a prospective material adverse change in or affecting the Final Prospectus. earnings, business, management, properties, assets, rights, operations, condition (financial or otherwise) or prospects of the Company, whether or not arising in the ordinary course of business. View More
Termination. The Underwriters may terminate this This Agreement shall be subject to termination in the absolute discretion of the Representatives, by notice given by the Representatives to the Company if, after the execution and prior to delivery of this Agreement and payment for the Securities, if at any time prior to the Closing Date, such delivery and payment: (a) (i) trading generally shall have been suspended or materially limited on, or by, as in the case may be, any common stock of the New York Stock ...Exchange or The Nasdaq Global Market, (ii) trading of any securities issued or guaranteed by the Company shall have been suspended on any exchange by the Commission or the New York Stock Exchange, (ii) trading in any over-the-counter market, series of the preferred stock of the Subsidiary shall have been suspended by the Commission or the NYSE 26 American LLC, (iii) (A) trading in securities generally on the New York Stock Exchange shall have been suspended or limited, (B) minimum prices shall have been established on either of such exchanges, or (C) there shall have been a material disruption in the clearance or settlement of securities settlement, payment or clearance services generally on either of such exchanges which makes it, in the United States shall have occurred, (iv) sole judgment of the Representatives, impractical or inadvisable to proceed with the offering or delivery of the Securities as contemplated by this Agreement, the Disclosure Package or the Final Prospectus (exclusive of any amendment or supplement thereto), (b) a general banking moratorium on commercial banking activities shall have been declared either by Federal Federal, California or New York State authorities or (v) authorities, (c) there shall have occurred any outbreak or escalation of hostilities, declaration by the United States of a national emergency or any change in financial markets war, or any other calamity or crisis that, which makes it, in the sole judgment of the Representatives, is material and adverse and which, singly or together with any other event specified in this clause (v), makes it, in the reasonable judgement of the Representatives, impracticable impractical or inadvisable to proceed with the offer, sale offering or delivery of the Securities on as contemplated by this Agreement, the terms and in the manner contemplated in the Registration Statement, the General Disclosure Package or the Final Prospectus. Prospectus (exclusive of any amendment or supplement thereto) or (d) there shall have been such a material adverse change in general economic, political or financial conditions or the financial markets in the United States which makes it, in the sole judgment of the Representatives, impractical or inadvisable to proceed with the offering or delivery of the Securities as contemplated by this Agreement, the Disclosure Package or the Final Prospectus (exclusive of any amendment or supplement thereto). View More
Termination. The obligations of the several Underwriters may terminate under this Agreement may be terminated at any time on or prior to the Closing Date (or, with respect to the Option Shares, on or prior to the applicable Option Closing Date), by notice given by to the Representatives Company from the Representatives, without liability on the part of any Underwriter to the Company if, after the execution and delivery of this Agreement and prior to delivery and payment for the Closing Date, Firm Shares or t...he Option Shares, as the case may be, in the sole judgment of the Representatives, (i) trading generally in any of the equity securities of the Company shall have been suspended or materially limited on, by the Commission or by, as the case may be, any of by The NASDAQ Stock Market, (ii) trading in securities generally on the New York Stock Exchange or The Nasdaq Global Market, (ii) trading of any securities issued or guaranteed by the Company NASDAQ Stock Market shall have been suspended or 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 such exchange, by order of the Commission or any exchange court or in any over-the-counter market, other governmental authority, or by The NASDAQ Stock Market, (iii) a general banking moratorium shall have been declared by either federal or New York State authorities or any material disruption in of the securities settlement, payment settlement or clearance services in the United States shall have occurred, or (iv) a general moratorium on commercial banking activities shall have been declared by Federal any material adverse change in the financial or New York State authorities securities markets in the United States or (v) there shall have occurred in political, financial or economic conditions in the United States, any outbreak or material escalation of hostilities, hostilities involving the United States, a declaration of a national emergency or any change in financial markets war by the United States, or any other calamity or crisis that, in crisis, either within or outside the judgment United States, shall have occurred, the effect of the Representatives, which is material and adverse and which, singly or together with any other event specified in this clause (v), makes such as to make it, in the reasonable judgement sole judgment of the Representatives, impracticable or inadvisable to proceed with completion of the offer, sale public offering or the delivery of and payment for the Securities on Shares. 29 If this Agreement is terminated pursuant to Section 10 hereof, the terms Company shall not be under any liability to any Underwriter except as provided in Sections 4(i), 7 and 8 hereof; but, if for any other reason the purchase of the Shares by the Underwriters is not consummated or if for any reason the Company shall be unable to perform its obligations hereunder, the Company will reimburse the Underwriters for all documented and reasonable out-of-pocket expenses (including the documented and reasonable fees, disbursements and other charges of counsel to the Underwriters) incurred by the Underwriters in connection with the manner contemplated in offering of the Registration Statement, the General Disclosure Package or the Final Prospectus. Shares. View More
Termination. The Underwriters may terminate this This Agreement by shall be subject to termination, in the absolute discretion of the Underwriters, immediately upon notice given by the Representatives to the Company if, Company, at any time if after the execution and delivery of this Agreement and prior to the Closing Date, (i) Time (a) trading generally shall have been suspended or materially limited on, on or by, as the case may be, any of either the New York Stock Exchange or The the Nasdaq Global Market,...(ii) (b) trading of any securities issued or guaranteed by of the Company shall have been suspended on any exchange or in any over-the-counter market, (iii) a material disruption in securities settlement, payment or clearance services in the United States shall have occurred, (iv) (c) a general moratorium on commercial banking activities in New York shall have been declared by either Federal or New York State authorities or (v) there shall have occurred authorities, (d) any outbreak or escalation of hostilities, hostilities shall have occurred in which the United States is involved, any declaration of war by Congress or any change in financial markets substantial national or any international calamity or crisis that, in emergency shall occur and the judgment effect of the Representatives, which is material and adverse and which, singly or together with any other event specified in this clause (v), makes such as to make it, in the reasonable judgement of the Representatives, your judgment, impracticable or inadvisable to proceed with the offer, offering, sale or delivery of the Securities Notes on the terms and in the manner contemplated in the Registration Statement, Prospectus or (e) there shall have occurred such a material adverse change in general economic, political or financial conditions (or the General Disclosure Package effect of international conditions on the financial markets in the United States shall be such) as to make it, in your judgment, impracticable or inadvisable to proceed with the Final offering, sale or delivery of the Notes on the terms and in the manner contemplated in the Prospectus. In the event of any such termination of this Agreement, the provisions of Section 7 hereof, the indemnity and contribution agreements set forth in Section 8 hereof, and the provisions of Sections 11 through 15 hereof shall remain in effect. View More
Termination. The Underwriters may terminate this This Agreement shall be subject to termination in the absolute discretion of the Representatives, by notice given by the Representatives to the Company if, after the execution and prior to delivery of this Agreement and payment for the Securities, if at any time prior to the Closing Date, such delivery and payment (i) trading generally in the Company's common stock shall have been suspended by the Commission or materially limited on, or by, as the case may be,... any of the New York Stock Exchange or The Nasdaq Global Market, (ii) trading of any in securities issued or guaranteed by generally on the Company New York Stock Exchange shall have been suspended on any exchange or in any over-the-counter market, (iii) a material disruption in securities settlement, payment limited or clearance services in the United States minimum prices shall have occurred, (iv) been established on such exchange, (ii) a general banking moratorium on commercial banking activities shall have been declared either by Federal federal or New York State authorities or (v) (iii) there shall have occurred any outbreak or escalation of hostilities, declaration by the United States of a national emergency or any change in financial markets war, or any other calamity or crisis that, the effect of which on financial markets is such as to make it, in the judgment of the Representatives, is material and adverse and which, singly or together with any other event specified in this clause (v), makes it, in the reasonable judgement of the Representatives, impracticable impractical or inadvisable to proceed with the offer, sale offering or delivery of the Securities on the terms and in the manner as contemplated in the Registration Statement, the General Disclosure Package by any Preliminary Prospectus or the Final Prospectus. Prospectus (exclusive of any amendment or supplement thereto). View More
Termination. The Underwriters may terminate this This Agreement shall be subject to termination in the absolute discretion of the Representative, by notice given by the Representatives to the Company if, after the execution and prior to delivery of this Agreement and payment for the Securities, if at any time prior to the Closing Date, such time (i) trading in the Common Stock shall have been suspended by the Commission or the NYSE or trading in securities generally on the NYSE shall have been suspended or m...aterially limited on, or by, as the case may be, any of the New York Stock Exchange or The Nasdaq Global Market, (ii) trading of any securities issued or guaranteed by the Company minimum prices shall have been suspended established on any exchange or in any over-the-counter market, (iii) such exchange, (ii) a material disruption in securities settlement, payment or clearance services in the United States shall have occurred, (iv) a general banking moratorium on commercial banking activities shall have been declared either by Federal or New York State authorities or (v) (iii) there shall have occurred any outbreak or escalation of hostilities, declaration by the United States of a national emergency or any change in financial markets war, or any other calamity or crisis that, the effect of which on financial markets is such as to make it, in the sole judgment of the Representatives, is material and adverse and which, singly or together with any other event specified in this clause (v), makes it, in the reasonable judgement of the Representatives, impracticable Representative, impractical or inadvisable to proceed with the offer, sale offering or delivery of the Securities on as contemplated by the terms and in the manner contemplated in the Registration Statement, the General Disclosure Package or the Final Prospectus. Prospectus (exclusive of any supplement thereto). View More
