Termination Clause Example with 71 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 and the obligations of Sponsor under this Agreement shall automatically terminate upon the earliest of: (a) the Effective Time; (b) the termination of the Merger Agreement in accordance with its terms; or (c) the mutual agreement of the Company and Purchaser. Upon termination or expiration of this Agreement, no party shall have any further obligations or liabilities under this Agreement; provided, however, such termination or expiration shall not relieve any party from liability f...or any willful breach of this Agreement occurring prior to its termination. View More

Variations of a "Termination" Clause from Business Contracts

Termination. This Agreement and the obligations of Sponsor under this Agreement shall automatically terminate upon the earliest of: of (a) the Effective Time; Time and (b) the termination of the Merger Agreement in accordance with its terms; or (c) terms (such earliest date being referred to herein as the mutual agreement of "Termination Date"); provided that the Company and Purchaser. Upon provisions set forth in Section 13 through Section 25 shall survive the termination or expiration of this Agreement, no... party shall have Agreement; provided further that any further obligations or liabilities under this Agreement; provided, however, such termination or expiration shall not relieve liability incurred by any party from liability for any willful hereto as a result of a breach of a term or condition of this Agreement occurring prior to its termination. such termination shall survive the termination of this Agreement. View More
Termination. This Agreement and the obligations and liabilities of Sponsor the Stockholders under this Agreement shall automatically terminate upon the earliest of: of (a) the Effective Time; (b) the termination of the Merger Agreement BCA in accordance with its terms; or terms, (c) the mutual effective date of a written agreement of the Company parties hereto terminating this Agreement and Purchaser. (d) any material breach by GigCapital5 of the BCA that is not fully cured within the time permitted by the B...CA. Upon termination or expiration of this Agreement, no neither party shall have any further obligations or liabilities under this Agreement; provided, however, such termination Agreement. The representations and warranties contained in this Agreement and in any certificate or expiration other writing delivered pursuant hereto shall not relieve any party from liability for any willful breach survive the Closing or the termination of this Agreement occurring prior to its termination. Agreement. View More
Termination. This Agreement and the obligations of Sponsor under this Agreement shall automatically terminate upon the earliest of: (a) of (i) the Effective Time; (b) Time, (ii) the termination of the Merger Agreement in accordance with its terms; or (c) terms, (iii) the time this Agreement is terminated upon the mutual written agreement of the Company and Purchaser. Upon the Stockholder and (iv) the time of any modification, waiver or amendment to any provision of the Merger Agreement that increases the amo...unt, changes the form or otherwise changes in a manner adverse to the Stockholder the form or amount of consideration payable to the stockholders of the Company pursuant to the Merger Agreement as in effect on the date hereof (any such date under clause (i), (ii), (iii) and (iv) being referred to herein as the "Termination Date"); provided, that the provisions set forth in Sections 10 to 21 shall survive the termination or expiration of this Agreement, no party shall have any further obligations or liabilities under Agreement; provided further, that termination of this Agreement; provided, however, such termination or expiration Agreement shall not relieve any party hereto from any liability for any willful breach of Willful Breach of, or actual fraud in connection with, this Agreement occurring prior to its such termination. View More
Termination. This Agreement and the obligations of Sponsor under this Agreement shall automatically terminate upon the earliest of: of (a) the Effective Time; Time, (b) the termination of the Merger Agreement in accordance with its terms; or terms, and (c) the mutual written agreement of the Company and Purchaser. Upon Parties to terminate this Agreement (such earliest date, the "Date of Termination"); provided that the provisions set forth in Sections 14 to 25 shall survive the termination or expiration of ...this Agreement, no party shall have Agreement; provided further that any further obligations liability incurred by any Party as a result of a breach of a term or liabilities under this Agreement; provided, however, such termination or expiration shall not relieve any party from liability for any willful breach condition of this Agreement occurring prior to its termination. such termination shall survive the Date of Termination. View More
Termination. This Agreement and the obligations of Sponsor under this Agreement shall automatically terminate upon the earliest of: (a) the Effective Time; (b) the termination of the Merger Agreement in accordance with its terms; terminate, without any notice or (c) the mutual agreement of the Company other action by any party, be void ab initio and Purchaser. Upon termination or expiration of this Agreement, no party shall have any further obligations or liabilities under this Agreement, upon the earliest o...f (i) the date that the requisite Company approval is obtained, (ii) the termination of the Merger Agreement in accordance with its terms, (iii) the time this Agreement is terminated upon the mutual written agreement of the Company, IKONICS, Holdco, Merger Sub I, Merger Sub II and the Stockholder, or (iv) the election of the Stockholder in its sole discretion to terminate this Agreement following any material modification or amendment to, or the waiver of any provision of, the Merger Agreement, as in effect on the date hereof, that reduces the Exchange Ratio or changes the form of consideration payable to the Stockholder in the Second Merger, (in each case, without the Stockholder's prior written consent) (the earliest such date under clause (i), (ii), (iii) and (iv) being referred to herein as the "Termination Date"); provided, that the provisions set forth in Sections 10 to 23 shall survive the termination of this Agreement; provided, however, such further, that termination or expiration of this Agreement shall not relieve any party hereto from any liability for any willful breach Willful Breach of this Agreement occurring prior to its such termination. View More
Termination. This Agreement and the obligations of Sponsor under this Agreement shall automatically terminate upon the earliest of: of (a) the Effective Time; Time (as defined in the Merger Agreement), (b) the termination of the Merger Agreement in accordance with its terms; or terms and (c) the mutual written agreement of the Company and Purchaser. Upon parties hereto to terminate this Agreement (such earliest date being referred to herein as the "Termination Date"); provided that the provisions set forth i...n Sections 10 to 21 shall survive the termination or expiration of this Agreement, no party shall have Agreement; provided further that any further obligations or liabilities under this Agreement; provided, however, such termination or expiration shall not relieve liability incurred by any party from liability for any willful hereto as a result of a breach of a term or condition of this Agreement occurring prior to its termination. such termination shall survive the termination of this Agreement. View More
Termination. This Agreement and the obligations of Sponsor under this Agreement shall automatically terminate upon the earliest of: (a) of (i) the Effective Time; (b) Time, (ii) the termination of the Merger Agreement in accordance with its terms; or (c) terms, (iii) the time this Agreement is terminated upon the mutual written agreement of Acquiror, Merger Sub and the Company Stockholder and Purchaser. Upon (iv) the election of the Stockholder in its sole discretion to terminate this Agreement following any... amendment, supplement, waiver or other modification of any term or provision of the Merger Agreement without the prior written consent of such Stockholder that reduces or changes the form of consideration payable pursuant to the Merger Agreement (the earliest such date under clause (i), (ii), (iii) and (iv) being referred to herein as the "Termination Date"); provided, that the provisions set forth in Sections 13 to 25 shall survive the termination or expiration of this Agreement, no party shall have any further obligations or liabilities under Agreement; provided further, that termination of this Agreement; provided, however, such termination or expiration Agreement shall not relieve any party hereto from any liability for any willful breach Willful Breach of this Agreement occurring prior to its termination. such termination, or fraud with respect to the representations and warranties contained in this Agreement. View More
Termination. This Agreement and the obligations of Sponsor under this Agreement shall automatically terminate upon the earliest of: (a) of (i) the Effective Time; (b) Time, (ii) the termination of the Merger Agreement in accordance with its terms; or (c) terms and (iii) the time this Agreement is terminated upon the mutual written agreement of Acquiror, Merger Sub and the Company Stockholder (the earliest such date under clause (i), (ii) and Purchaser. Upon (iii) being referred to herein as the "Termination ...Date"); provided, that the provisions set forth in Sections 10 to 21 shall survive the termination or expiration of this Agreement, no party shall have any further obligations or liabilities under Agreement; provided further, that termination of this Agreement; provided, however, such termination or expiration Agreement shall not relieve any party hereto from any liability for any willful breach of Willful Breach of, or actual fraud in connection with, this Agreement occurring prior to its such termination. View More
Termination. This Agreement and the obligations of Sponsor the Shareholders under this Agreement shall automatically terminate upon the earliest of: of (a) the Merger Effective Time; and (b) the six month anniversary of the termination of the Merger Agreement BCA in the event the BCA is terminated and the Company Termination Fee is payable in accordance therewith; provided, however, that this Section 6(b) shall not apply in the event of and with its terms; or respect to an initial public offering by the Comp...any following termination of this Agreement, (c) the mutual effective date of a written agreement of the Company parties hereto terminating this Agreement, (d) any change to the form of consideration (other than to add additional consideration) or decrease in the amount of consideration payable in the Transactions and Purchaser. (e) any change to the terms of the BCA or other Transaction Documents that adversely effects, in any respect, or is reasonably likely to adversely effect, in any respect, any Shareholder party to this Agreement relative to other holders of Equity Interests of the Company. Upon termination or expiration of this Agreement, no neither party shall have any further obligations or liabilities under this Agreement; provided, however, such termination or expiration provided that nothing in this Section 6 shall not relieve any party from of liability for any willful material breach of this Agreement occurring prior to its termination. The representations and warranties contained in this Agreement and in any certificate or other writing delivered pursuant hereto shall not survive the Closing or the termination of this Agreement. View More
Termination. This Agreement and the obligations of Sponsor under this Agreement shall automatically terminate upon the earliest of: (a) of (i) the Effective Time; (b) Time, (ii) the termination of the Merger Agreement in accordance with its terms; or (c) terms, and (iii) the time this Agreement is terminated upon the mutual written agreement of the Company Company, SWAG III and Purchaser. Upon the Stockholders (the earliest such date under clause (i), (ii) and (iii) being referred to herein as the "Terminati...on Date") and the representations, warranties, covenants and agreements contained in this Agreement and in any certificate or other writing delivered pursuant hereto shall not survive the Closing or the termination or expiration of this Agreement, no party shall have any further obligations or liabilities under this Agreement; provided, however, such that the provisions set forth in Sections 9 and 14 through 27 shall survive the termination or expiration of this Agreement; provided, further, that termination of this Agreement shall not relieve any party hereto from any liability resulting from a breach of this Agreement prior to the Termination Date or for any willful breach of of, or actual fraud in connection with, this Agreement occurring prior to its such termination. View More