Termination Clause Example from Business Contracts

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 March 31, 2021; or (ii) if the Business Combination is not consummated within fifteen (15) months from the closing of the IPO, as such date may be extended by an additional three (3) months to within eighteen (18) nonths from the closing of the IPO pursuant to the Company's amended and restate...d certificate of incorporation, or such later date as may be approved by the Company's shareholders pursuant to the Company's amended and restated certificate of incorporation. In the event of any termination of this Agreement pursuant to this Section 8, the Forward Purchase Price (without the payment of interest 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 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