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 Backstop Closing: (a) by mutual written consent of the Company and the Purchaser; Purchasers; (b) automatically (i) if automatically, upon the IPO is not consummated on termination of the Business Combination Agreement, as provided under the terms therein; or prior to twelve months from the date of this Agreement; or (ii) (c) automatically, if the Business Combination is not consummated within 24 twenty-four (24) months from the c...losing of the IPO, or such later date as may be approved by the Company's shareholders. stockholders. 14 In the event of any termination of this Agreement pursuant to this Section 8, the Forward aggregate Backstop Purchase Price (and interest thereon, if any), if previously paid, and all Purchaser's 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 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. Section 5(d) shall survive termination of 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) automatically, if the IPO is not consummated on or prior to twelve months from the date of this Agreement; or (ii) if the a Business Combination is not consummated within 24 twenty four (24) months from the closing of the IPO, IPO Closing, or such later date as may be approved by the Company's shareholders. shareholders in accordance wit...h the Articles; or 15 (c) by either party with written notice to the other party, following a decision of the Purchaser's Investment Committee not to purchase the Convertible Notes in the Purchaser Notice, regardless of whether a Business Combination or the definitive agreement contemplated thereby is consummated or abandoned. In the event of any termination of this Agreement pursuant to this Section 8, 7, the Forward Note 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, Purchaser as promptly as practicable and in any event within two (2) days following such termination 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 for any reason. 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 is not consummated on or prior to twelve months the 12-months anniversary from the date day of this Agreement; or (ii) if the initial Business Combination is not consummated within 24 months from the closing IPO Closing; or (iii) if the Purchaser 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 IPO, Purchaser or the 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. 8 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
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; 18 (b) automatically (i) automatically, if the IPO is not consummated on or prior to twelve months from the date of this Agreement; or (ii) if the a Business Combination is not consummated within 24 twenty four (24) months from the closing of the IPO, IPO Closing, or such later date as may be approved by the Company's shareholders. shareholders in accordance ...with the Articles; or (c) by either party with written notice to the other party, following a decision of the Purchaser's Investment Committee not to purchase the Purchaser Units in the Purchaser Notice, regardless of whether a Business Combination or the definitive agreement contemplated thereby is consummated or abandoned. In the event of any termination of this Agreement pursuant to this Section 8, 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, Purchaser as promptly as practicable and in any event within two (2) days following such termination 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 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 6(a) shall survive termination of this Agreement for any reason. View More
Termination. This Agreement may be terminated at any time prior to the Forward Subscription Closing: (a) by mutual written consent of the Company and the Purchaser; or (b) automatically (i) if upon 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 termination of the IPO, or such later date as may be approved by the Company's shareholders. Stock Purchase Agreement in accordance with ...its terms. In the event of any termination of this Agreement pursuant to this Section 8, 7, the Forward Aggregate 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 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 the 12-months anniversary from the date day of this Agreement; or (ii) if the initial Business Combination is not consummated within 24 months from the closing IPO Closing; or (iii) if the Purchaser 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 IPO, Purchaser or the 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 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 FPS Closing: (a) by mutual written consent of the Company and the Purchaser; or (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 IPO Closing (or up to 21 months after the IPO Closing if the Company extends the period of time to consummate its initial Business Combination as de...scribed in the IPO, Registration Statement, File No. 333-262354), or such later date as may be approved by the Company's shareholders. shareholders in accordance with the Articles. In the event of any termination of this Agreement pursuant to this Section 8, 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, 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 12 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. Section 4(a) shall survive termination of 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 automatically: (i) if the IPO is not consummated on or prior to twelve months from the date of this Agreement; [●], 2021; or (ii) if the Business Combination is not consummated within 24 months from the IPO Closing (or 30 months from the closing of this offering if the Company has executed a letter of intent, agreement in principle or defini...tive agreement for an initial business combination within 24 months from the closing of the IPO, or IPO but has not completed the initial business combination within such later date as may be approved by the Company's shareholders. 24 month period). 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 FPS Closing: (a) by mutual written consent of the Company and the Purchaser; or (b) automatically (i) if the IPO is not consummated on or prior to twelve months from the date of this Agreement; December 31, 2021; or (ii) if the Business Combination is not consummated in the completion window (as defined in the prospectus delivered to shareholders in connection with the IPO); provided, that Purchaser shall have the right to termina...te this Agreement 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. IPO Closing. 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, 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 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. Section 4(a) shall survive termination of 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 Company, Newco and the Purchaser; (b) automatically (i) automatically: if the IPO is not consummated on or prior to twelve months from the date of this Agreement; or (ii) if the Definitive Business Combination is not consummated within 24 months from the closing IPO Closing, unless extended upon approval of the IPO, or such later date as may be approved by Company's shareholder...s in accordance with the Company's shareholders. organizational documents of the Company In the event of any termination of this Agreement pursuant to this Section 8, the any Forward Purchase Price (and interest thereon, if any), if previously paid, and all each Purchaser's funds paid in connection herewith shall be promptly returned to the Purchaser, Purchasers, the Company shall ensure appropriate instruments are executed to ensure that the any holder of Class A Shares issued in the IPO will have no claim to such funds, and thereafter this Agreement shall forthwith become null and void and have no effect, without any liability on the part of the Purchaser Purchasers, Newco or the Company and their respective directors, officers, employees, partners, managers, members, or shareholders and all rights and obligations of each party of the parties 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