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 (a) Subject to Section 2(b), this Agreement shall automatically terminate upon the earliest of: (a) (i) the Effective Time; (b) (ii) the termination of the Merger Agreement in accordance with its terms; or (c) and (iii) the time this Agreement is terminated upon the mutual written agreement of Parent and the Company Stockholder (the earliest such date under clause (i), (ii) and Purchaser. (iii) being referred to herein as the "Termination Date"...). (b) Upon termination or expiration of this Agreement, no party hereto shall have any further obligations or liabilities under this Agreement; provided, however, such that the provisions set forth in Section 5(a) and Section 5(c) (in each of the foregoing cases, solely in the case of termination or expiration under clause (i) of Section 2(a)), Section 5(b), Section 5(d) and Section 6 shall survive the termination of this Agreement; provided, further, that termination of this Agreement shall not relieve any party hereto from any liability for any willful breach of this Agreement occurring prior to its such termination. (c) Notwithstanding anything to the contrary, the Company Stockholder shall have the right to terminate this Agreement if and to the extent that the Merger Agreement has been amended to reduce the consideration payable to the Company Stockholder or to extend the Outside Date. (d) 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: 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. parties hereto to terminate this Agreement (such earliest date being referred to herein as the "Termination Date"); provided that the provisions set forth in Sections 12 to 22 shall survive the term...ination of this Agreement; provided further that any liability incurred by any party hereto as a result of a breach of a term or condition of this Agreement prior to such termination shall survive the termination of this Agreement. Upon termination or expiration of this Agreement, no party none of the Covered Unitholders shall have any further obligations or liabilities under this Agreement; provided, however, such termination or expiration shall not relieve any party from liability for any willful breach of this Agreement occurring prior to its termination. hereunder. 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. parties hereto to terminate this Agreement (such earliest date being referred to herein as the "Termination Date"); provided that the provisions set forth in Sections 12 to 18 shall survive the term...ination of this Agreement; provided further that any liability incurred by any party hereto as a result of a breach of a term or condition of this Agreement prior to such termination shall survive the termination of this Agreement. Upon termination or expiration of this Agreement, no party none of the Covered Unitholders shall have any further obligations or liabilities under this Agreement; provided, however, such termination or expiration shall not relieve any party from liability for any willful breach of this Agreement occurring prior to its termination. hereunder. View More
Termination. This Agreement and the obligations of Sponsor under (a) Subject to Section 2(b), this Agreement shall automatically terminate upon the earliest of: (a) (i) the Effective Time; (b) (ii) the termination of the Merger Agreement in accordance with its terms; or (c) and (iii) the time this Agreement is terminated upon the mutual written agreement of Parent and the Company Stockholder (the earliest such date under clause (i), (ii) and Purchaser. (iii) being referred to herein as the "Termination Date"...). (b) Upon termination or expiration of this Agreement, no party hereto shall have any further obligations or liabilities under this Agreement; provided, however, such that the provisions set forth in Section 5, Section 6(a), Section 6(c) (in each of the foregoing cases, solely in the case of termination or expiration under clause (i) of Section 2(a)), Section 6(b), Section 6(d) and Section 7 shall survive the termination of this Agreement; provided, further, that termination of this Agreement shall not relieve any party hereto from any liability for any willful intentional breach of this Agreement occurring prior to its such termination. (c) 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 shall terminate, 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, upon the earliest of (i) termination of the Business Combination Agreement in... accordance with its terms or (ii) the time this Agreement is terminated upon the mutual written agreement of SPAC, the Company and the Shareholder (the earliest such date under clauses (i) and (ii) being referred to herein as the "Termination Date"); provided, that the provisions set forth in Sections 11 to 23 below shall survive the termination of this Agreement; provided, however, such provided further, that termination or expiration of this Agreement shall not relieve any party hereto from any liability for any willful breach of of, or actual fraud in connection with, this Agreement occurring prior to its such termination. View More
Termination. This Agreement shall terminate, 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 Agreement, upon the earliest of (i) the Effective Tim...e (except the restrictions set forth Section 4 hereof, which shall terminate at the end of the Lock-up Period), (ii) the termination or expiration of the Business Combination Agreement in accordance with its terms or (iii) the time this Agreement is terminated upon the mutual written agreement of SPAC, the Company and the Stockholders (the earliest such date under clause (i), (ii) and (iii) being referred to herein as the "Termination Date"); provided, that the provisions set forth in Sections 12 to 24 shall survive the termination of this Agreement; provided further, that termination of this 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: (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 Effective Time, (ii) the valid termination of the Merger Agreement in accordance with Article VII of the Merger Agreement, (iii) the time this Agreement is terminated upon the mutual written agreement of the Company, Parent, and each Stockholder party to this Agreement, or (iv) the date on which any amendment to the Merger Agreement is effected that materially reduces the economic benefits to the Stockholders (the earliest such date under clauses (i)-(iv) being referred to in this Agreement as the "Expiration Time"); provided, that the provisions set forth in Sections 10 to 19 of this Agreement shall survive the termination of this Agreement; provided, however, such termination or expiration further, that nothing in this Section 3 shall not relieve any party from liability Liability for any fraud, intentional misrepresentation or willful and material breach of this Agreement occurring prior to its such termination. View More
Termination. This Agreement shall terminate, 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, upon the earliest of (i) the termination of the Business Combination Agreemen...t, in accordance with its terms or (ii) the time this Agreement is terminated upon the mutual written agreement of SPAC, the Company and the Sponsor (the earliest such date under clause (i) or (ii) being referred to herein as the "Termination Date"); provided, that the provisions set forth in Sections 12 to 27 below shall survive the termination of this Agreement; provided, however, such provided further, that termination or expiration of this Agreement shall not relieve any party hereto from any liability for any willful breach of of, or actual fraud in connection with, this Agreement occurring prior to its such termination. View More
Termination. This Agreement shall terminate, 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 Agreement, upon the earliest of (i) the Effective Tim...e, (ii) the termination or expiration of the Business Combination Agreement in accordance with its terms, or (iii) the time this Agreement is terminated upon the mutual written agreement of SPAC, the Company and the Shareholder (the earliest such date under clause (i), (ii) and (iii) being referred to herein as the "Termination Date"); provided, that the provisions set forth in Sections 10 to 22 below shall survive the termination of this Agreement; provided further, that termination of this 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 shall terminate, 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 Agreement, upon the earliest of (i) the Effective Tim...e, (ii) the termination or expiration of the Business Combination Agreement in accordance with its terms or (iii) the time this Agreement is terminated upon the mutual written agreement of SPAC, the Company and the Shareholder (the earliest such date under clause (i), (ii) and (iii) being referred to herein as the "Termination Date"); provided, that the provisions set forth in Sections 10 to 22 shall survive the termination of this Agreement; provided further, that termination of this 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