Termination Clause Example with 119 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. This Agreement may be terminated at any time prior to the Forward Closing: (a) by mutual written consent of the Company and the Purchaser; (b) automatically (i) if the IPO is not consummated on or prior to twelve months from the date of this Agreement; or (ii) if the Business Combination is not consummated within 24 months from the closing of the IPO, or such later date as may be approved by the Company's shareholders. In the event of any termination of this Agreement pursuant to this Section 8,... the Forward Purchase Price (and interest thereon, if any), if previously paid, and all Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 8 shall relieve either party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. View More

Variations of a "Termination" Clause from Business Contracts

Termination. This Agreement may be terminated at any time prior to the Forward FPS Closing: (a) by mutual written consent of the Company and the Purchaser; (b) automatically (i) if the IPO is not consummated on or prior to twelve months from the date of this Agreement; or March 31, 2021; (ii) if the Business Combination is not consummated within 24 twenty-four (24) months from the closing of the IPO, or such later date as may be approved by unless extended upon approval of the Company's shareholders. shareho...lders in accordance with the Charter; or (iii) if the Company becomes subject to any voluntary or involuntary petition under the United States federal bankruptcy laws or any state insolvency law, in each case which is not withdrawn within sixty (60) days after being filed, or a receiver, fiscal agent or similar officer is appointed by a court for business or property of the Company, in each case which is not removed, withdrawn or terminated within sixty (60) days after such appointment; In the event of any termination of this Agreement pursuant to this Section 8, 7, the Forward FPS Purchase Price (and interest thereon, if any), if previously paid, and all the Purchaser's funds paid in connection herewith shall be promptly returned to the such Purchaser, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 8 7 shall relieve either any party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. View More
Termination. This Agreement may be terminated at any time prior to before the Forward FPS Closing: (a) by mutual written consent of the Company and the Purchaser; (b) automatically (i) if the IPO is not consummated on or prior to twelve months from the date of this Agreement; or before December 31, 2020; (ii) if the Business Combination is not consummated within 24 months from the closing of the IPO, IPO (or 27 months from the closing of the IPO if the Company has executed a letter of intent, agreement in pr...inciple or definitive agreement for the Business Combination within 24 months from the IPO's closing of the IPO but has not completed the Business Combination within such later date as may be approved by 24-month period), unless extended upon approval of the Company's shareholders. shareholders in accordance with the Charter; or (iii) if the Company becomes subject to any voluntary or involuntary petition under the United States federal bankruptcy laws or any state insolvency law, in each case which is not withdrawn within 60 days after being filed, or a receiver, fiscal agent or similar officer is appointed by a court for business or property of the Company, in each case which is not removed, withdrawn or terminated within 60 days after such appointment; In the event of any termination of this Agreement pursuant to this Section 8, 7, the Forward FPS Purchase Price (and interest thereon, if any), if previously paid, and all the Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 8 7 shall relieve either any party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. View More
Termination. This Agreement may be terminated at any time prior to the Forward Closing: (a) by mutual written consent of the Company and the Purchaser; (b) automatically (i) if the IPO Merger Agreement is not consummated on validly terminated in accordance with its terms; or prior to twelve months from the date of this Agreement; or 11 (ii) if the Business Combination Company becomes subject to any voluntary or involuntary petition under the United States federal bankruptcy laws or any state insolvency law, ...in each case which is not consummated withdrawn within 24 months from the closing sixty (60) days after being filed, or a receiver, fiscal agent or similar officer is appointed by a court for business or property of the IPO, Company, in each case which is not removed, withdrawn or terminated within sixty (60) days after such later date as may be approved by the Company's shareholders. appointment. In the event of any termination of this Agreement pursuant to this Section 8, the Forward Purchase Price (and interest thereon, if any), if previously paid, and all Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders stockholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 8 shall relieve either party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. View More
Termination. This Agreement may be terminated at any time prior to the Forward Closing: (a) by mutual written consent of each of the Company and the Purchaser; parties hereto; or (b) automatically (i) automatically, if the IPO is Closing has not consummated on or prior to twelve months from the date of this Agreement; or (ii) if the Business Combination is not consummated within 24 months from the closing of the IPO, or such later date as may be approved occurred by the Company's shareholders. Outside Termin...ation Date (as defined in the Commitment Letter). In the event of any termination of this Agreement pursuant to this Section 8, 6, the Forward Purchase Price (and interest thereon, if any), Price, if previously paid, and all Purchaser's the Purchasers' funds paid in connection herewith shall be promptly returned to the Purchaser, Purchasers in accordance with written instructions provided by the Purchasers to the Company, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser Purchasers, Pubco or the Company and their respective directors, officers, employees, partners, managers, members, members or shareholders and all rights and obligations of each party hereto shall cease; provided, however, that nothing contained in this Section 8 6 shall relieve either party from liabilities or damages arising out of any fraud or willful breach by such party hereto of any of its representations, warranties, covenants or agreements contained in this Agreement. This paragraph and Section 7 shall survive termination of this Agreement. View More
Termination. This Agreement may be terminated at any time prior to the Forward FPS Closing: (a) by mutual written consent of the Company and the Purchaser; (b) automatically (i) if the IPO is not consummated on or prior to twelve months from the date of this Agreement; or July 1, 2020; (ii) if the Business Combination is not consummated within 24 eighteen (18) months from the closing of the IPO, or such later date as may be approved by unless extended upon approval of the Company's shareholders. shareholders... in accordance with the Charter; or 11 (iii) if the Company becomes subject to any voluntary or involuntary petition under the United States federal bankruptcy laws or any state insolvency law, in each case which is not withdrawn within sixty (60) days after being filed, or a receiver, fiscal agent or similar officer is appointed by a court for business or property of the Company, in each case which is not removed, withdrawn or terminated within sixty (60) days after such appointment. In the event of any termination of this Agreement pursuant to this Section 8, 7, the Forward FPS Purchase Price (and interest thereon, if any), if previously paid, and all Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 8 7 shall relieve either party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. View More
Termination. This Agreement may be terminated at any time prior to the Forward BPS Closing: (a) by mutual written consent of each of the Company Company, the Purchaser and the Purchaser; Wave; or (b) automatically (i) if upon the IPO is not consummated on or prior to twelve months from the date valid termination of this Agreement; or (ii) if the Business Combination is not consummated within 24 months from Agreement, as provided under the closing of the IPO, or such later date as may be approved by the Compa...ny's shareholders. terms therein. In the event of any termination of this Agreement pursuant to this Section 8, 7, the Forward BPS Purchase Price (and interest thereon, if any), Price, if previously paid, and all Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser, Purchaser in accordance with written instructions provided by the Purchaser to the Company, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 8 7 shall relieve either party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. Section 5(a) shall survive termination of this Agreement. View More
Termination. This Agreement may be terminated at any time prior to the Forward FPU Closing: (a) by mutual written consent of the Company and the Purchaser; (b) automatically (i) if the IPO is not consummated on or prior to twelve months from the date of this Agreement; or (ii) December 31, 2021; (iii) if the Business Combination is not consummated within 24 twenty four (24) months from the closing of the IPO, unless extended upon approval of the Company's shareholders in accordance with the Charter up to a m...aximum of three months or such later date longer period as may be approved is mutually agreed by the Company's shareholders. Company and the Purchaser; or (iv) if the Sponsor or the Company becomes subject to any voluntary or involuntary petition under the United States federal bankruptcy laws or any state insolvency law, in each case which is not withdrawn within sixty (60) days after being filed, or a receiver, fiscal agent or similar officer is appointed by a court for business or property of the Sponsor or the Company, in each case which is not removed, withdrawn or terminated within sixty (60) days after such appointment. In the event of any termination of this Agreement pursuant to this Section 8, 10, the Forward FPU Purchase Price (and interest thereon, if any), if previously paid, and all Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 8 10 shall relieve either party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. View More
Termination. This Agreement may be terminated at any time prior to the Forward FPU Closing: (a) by mutual written consent of the Company and the Purchaser; (b) automatically (i) if the IPO is not consummated on or prior to twelve months from the date of this Agreement; or July 31, 2021; (ii) if the Business Combination is not consummated within 24 twenty four (24) months from the closing IPO Closing, unless extended upon approval of the IPO, Company's shareholders in accordance with the Charter up to a maxim...um of three months or such later date longer period as may be approved is mutually agreed by the Company's shareholders. Company and the Purchaser; or (iii) if the Sponsor or the Company becomes subject to any voluntary or involuntary petition under the United States federal bankruptcy laws or any state insolvency law, in each case which is not withdrawn within sixty (60) days after being filed, or a receiver, fiscal agent or similar officer is appointed by a court for business or property of the Sponsor or the Company, in each case which is not removed, withdrawn or terminated within sixty (60) days after such appointment. 18 In the event of any termination of this Agreement pursuant to this Section 8, the Forward FPU Purchase Price (and interest thereon, if any), if previously paid, and all Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 8 shall relieve either party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. View More
Termination. This Agreement shall automatically terminate as to a Purchaser and the Purchaser shall have no obligation to purchase the Forward Purchase Securities if, after receipt of the Initial Company Notice (and prior to delivery of Purchaser Notice), such Purchaser informs the Company that it has not received Investment Committee Approval. In addition, this Agreement may be terminated at any time prior to the Forward FPS Closing: (a) by mutual written consent of the Company and the Purchaser; or 10 (b) ...automatically (i) if the IPO is not consummated on or prior to twelve months from the date of this Agreement; or (ii) if the Business Combination is not consummated within 24 15 months from the closing of the IPO, or such later date as may be approved by the Company's shareholders. shareholders; or (ii) if the Company becomes subject to any voluntary or involuntary petition under the United States federal bankruptcy laws or any state insolvency law, in each case which is not withdrawn within sixty (60) days after being filed, or a receiver, fiscal agent or similar officer is appointed by a court for business or property of the Company, in each case which is not removed, withdrawn or terminated within sixty (60) days after such appointment. In the event of any termination of this Agreement pursuant to this Section 8, 6, the Forward Aggregate FPS Purchase Price (and (without interest thereon, if any), thereon), if previously paid, and all Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 8 6 shall relieve either party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. View More
Termination. This Agreement may be terminated at any time prior to the Forward FPS Closing: (a) by mutual written consent of the Company and the Purchaser; (b) automatically (i) if the IPO is not consummated on or prior to twelve months June 30, 2018; (ii) if the gross proceeds from the date of this Agreement; IPO do not equal or (ii) exceed $150,000,000; (iii) if the Business Combination is not consummated within 24 months from the closing of the IPO, unless extended in accordance with the Charter; (iv) if ...the Company or such later date as may be approved by the Company's shareholders. Sponsor become bankrupt or insolvent; or (v) if Nathan Leight is convicted in a criminal proceeding for a crime involving fraud or dishonesty. In the event of any termination of this Agreement pursuant to this Section 8, 7, the Forward FPS Purchase Price (and interest thereon, if any), if previously paid, and all Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders stockholders and all rights and obligations of each party shall cease; provided, however, that nothing contained in this Section 8 7 shall relieve either party from liabilities or damages arising out of any fraud or willful breach by such party of any of its representations, warranties, covenants or agreements contained in this Agreement. View More