Termination Clause Example with 135 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 Subscription Agreement shall terminate and be void and of no further force and effect, and all rights and obligations of the parties hereunder shall terminate without any further liability on the part of any party in respect thereof, upon the earlier to occur of (a) such date and time as the Transaction Agreement is terminated in accordance with its terms, (b) upon the mutual written agreement of each of the parties hereto to terminate this Subscription Agreement or (c) if any of the condit...ions to Closing set forth in Section 2 of this Subscription Agreement are not satisfied on or prior to the Closing and, as a result thereof, the transactions contemplated by this Subscription Agreement are not consummated at the Closing; provided, that nothing herein will relieve any party from liability for any willful breach hereof prior to the time of termination, and each party will be entitled to any remedies at law or in equity to recover losses, liabilities or damages arising from such breach. The Company shall promptly notify Subscriber of the termination of the Transaction Agreement promptly after the termination of such agreement.View More
Variations of a "Termination" Clause from Business Contracts
Termination. This Subscription Agreement shall terminate and be void and of no further force and effect, and all rights and obligations of the parties hereunder shall terminate without any further liability on the part of any party in respect thereof, upon the earlier to occur of (a) such date and time as the Transaction Merger Agreement is terminated in accordance with its terms, the terms therein, (b) upon the mutual written agreement of each of the parties hereto to terminate this Subscription Agreement o...r Agreement, (c) if any of the conditions to Closing set forth in Section 2 of this Subscription Agreement 2(c) are not satisfied on or prior to the Closing Date and, as a result thereof, the transactions contemplated by this Subscription Agreement Agreement, including, for the avoidance of doubt, the Transactions, are not consummated at the Closing; Closing or (d) on or after March 21, 2021 if the Closing has not occurred on or prior to such date (the "Outside Date"); provided, however, that (x) if the Issuer's stockholders approve the Required Extension (as defined in the Merger Agreement), the Outside Date will be automatically extend to the earlier of (i) such extension date and (ii) July 13, 2021, provided, further, that nothing herein will relieve any party from liability for any willful breach hereof prior to the time of termination, and each party will be entitled to any remedies at law or in equity to recover reasonable and documented out-of-pocket losses, liabilities or damages arising from such breach. The Company Issuer shall promptly notify Subscriber of the termination of the Transaction Merger Agreement promptly after the termination of such agreement. View More
Termination. This Subscription Agreement shall terminate and be void and of no further force and effect, and all rights and obligations of the parties hereunder shall terminate without any further liability on the part of any party in respect thereof, upon the earlier to occur of (a) such date and time as the Transaction Agreement is terminated in accordance with its terms, terms without the Transaction having been consummated, (b) upon the mutual written agreement of each of the parties hereto and the Compa...ny to terminate this Subscription Agreement, (c) Globis's notification to the Investor in writing that it has, with the prior written consent of the Company, abandoned its plans to move forward with the Transaction, (d) the End Date (as defined in the Transaction Agreement), if the Closing has not occurred by such date, or (e) at the election of the Investor, on or after the date that is 180 days after the date of this Subscription Agreement if the Closing has not occurred on or (c) prior to such date, or (f) if any of the conditions to Closing set forth in Section 2 3 of this Subscription Agreement are not satisfied or waived, or are not capable of being satisfied, on or prior to the Closing and, as a result thereof, the transactions contemplated by this Subscription Agreement will not be and are not consummated at the Closing; provided, Closing (the termination events described in clauses (a)–(f) above, collectively, the "Termination Events"); provided that nothing herein will relieve any party from liability for any willful breach hereof prior to the time of termination, and each party will be entitled to any remedies at law or in equity to recover losses, liabilities or damages arising from any such willful breach. The Company Globis shall promptly notify Subscriber the Investor of the termination of the Transaction Agreement promptly after the termination of such agreement. Upon the occurrence of any Termination Event, this Subscription Agreement shall be void and of no further effect and any monies paid by the Investor to Globis in connection herewith shall promptly (and in any event within one business day) following the Termination Event be returned to the Investor. View More
Termination. This Subscription Agreement shall terminate and be void and of no further force and effect, and all rights and obligations of the parties hereunder shall terminate without any further liability on the part of any party in respect thereof, upon the earlier to occur of (a) such date and time as the Transaction Merger Agreement is terminated in accordance with its terms, (b) upon the mutual written agreement of each of the parties hereto to terminate this Subscription Agreement or (c) if any the is...suance of the conditions Pono Shares in exchange for the Shares to Closing set forth in Section 2 of this Subscription Agreement are not satisfied on or prior to the Closing and, as a result thereof, the transactions contemplated by this Subscription Agreement are Subscriber is not consummated at the Closing; provided, on February 3, 2023; provided that nothing herein will relieve any party from liability for any willful breach hereof prior to the time of termination, and each party will be entitled to any remedies at law or in equity to recover reasonable and documented out-of-pocket losses, liabilities or damages arising from such breach. The Company and Pono shall promptly notify Subscriber the undersigned of the termination of the Transaction Merger Agreement promptly after the termination of such agreement. View More
Termination. This Subscription Agreement shall terminate and be void and of no further force and effect, effect (except for those provisions expressly contemplated to survive termination of this Subscription Agreement in accordance with Section 9(d)), and all rights and obligations of the parties hereunder shall terminate without any further liability on the part of any party in respect thereof, thereof (except with respect to those provisions expressly contemplated to survive termination of this Subscriptio...n Agreement in accordance with Section 9(d)), upon the earlier to occur of (a) such date and time as the Transaction Business Combination Agreement is terminated in accordance with its terms, (b) upon the mutual written agreement of each of the parties hereto to terminate this Subscription Agreement or Agreement, (c) if on the Closing Date, any of the conditions to Closing set forth in Section 2 of this Subscription Agreement are not satisfied on or prior to the Closing waived, and, as a result thereof, the transactions contemplated by this Subscription Agreement are not consummated at the Closing; Closing or (d) the Outside Date (as defined in the Business Combination Agreement as filed with the Commission on or shortly after the date hereof); provided, that nothing herein will relieve any party from liability for any willful breach hereof prior to the time of termination, and each party will be entitled to any remedies at law or in equity to recover losses, Losses, liabilities or damages arising from such breach. The Company Issuer shall promptly notify Subscriber in writing (with email being sufficient) of the termination of the Transaction Agreement promptly after Business Combination Agreement. Upon the termination hereof, any monies paid by Subscriber to the Issuer in connection herewith shall promptly (and in any event within one business day) be returned in full to Subscriber by wire transfer of such agreement. U.S. dollars in immediately available funds to the account specified by Subscriber, without any deduction for or on account of any tax withholding, charges or set-off, whether or not the Transactions shall have been consummated. View More
Termination. This Subscription Agreement shall terminate and be void and of no further force and effect, and all rights and obligations of the parties hereunder shall terminate without any further liability on the part of any party in respect thereof, upon the earlier to occur of (a) such date and time as the Transaction Merger Agreement is terminated in accordance with its terms, (b) upon the mutual written agreement of each of the parties hereto Company and Subscriber to terminate this Subscription Agreeme...nt or Agreement, (c) if if, on the Closing Date of the Transaction, any of the conditions to Closing set forth in Section 2 of this Subscription Agreement are have not been satisfied on as of the time required hereunder to be so satisfied or prior waived (to the extent a valid waiver is capable of being issued) by the party entitled to the Closing grant such waiver and, as a result thereof, the transactions contemplated by this Subscription Agreement are not consummated at the Closing; consummated, or (d) February 3, 2022; provided, that nothing herein will relieve any party from liability for any willful breach hereof (including, for the avoidance of doubt, a Subscriber's willful breach of Section 2(d) of this Subscription Agreement with respect to its representations, warranties and covenants as of the date of the Closing) prior to the time of termination, and each party will be entitled to any remedies at law or in equity to recover losses, liabilities or damages arising from such breach. The Company shall promptly notify Subscriber of the termination of the Transaction Merger Agreement promptly after the termination thereof. For the avoidance of such agreement. doubt, if any termination hereof occurs after the delivery by the Subscriber of the Purchase Price for the Subscribed Notes, the Company shall promptly (but not later than one business day thereafter) return the Purchase Price to the Subscriber by wire transfer of immediately available funds to the account specified by Subscriber without any deduction for or on account of any tax, withholding, charges, or set-off. View More
Termination. This Subscription Agreement shall terminate and be void and of no further force and effect, and all rights and obligations of the parties hereunder hereto shall terminate without any further liability on the part of any party in respect thereof, upon the earlier earliest to occur of (a) such date and time as the Transaction Combination Agreement is validly terminated in accordance with its terms, (b) upon the mutual written agreement of each of the parties hereto to terminate this Subscription A...greement Agreement, (c) at the election of Subscriber upon a breach of any representation, warranty, covenant or (c) agreement on the part of the Issuer set forth in this Subscription Agreement, or if any representation or warranty of the Issuer shall have become untrue, in either case, such that the conditions to Closing set forth in Section 2 of this Subscription Agreement 2(d) are not capable of being satisfied by the End Date (as defined below) and (d) at the election of Subscriber, on or after the date that is 180 days after the date hereof (the "End Date") if the Closing has not occurred on or prior to the Closing and, as a result thereof, the transactions contemplated by this Subscription Agreement are not consummated at the Closing; such date; provided, that nothing herein will relieve any party from liability for any willful breach hereof prior to the time of termination, and each party will be entitled to any remedies at law or in equity to recover reasonable and documented out-of-pocket losses, liabilities or damages arising from such breach. The Company Issuer shall promptly notify Subscriber of the termination of the Transaction Combination Agreement promptly after the termination of such agreement. View More
Termination. This Subscription Agreement shall terminate and be void and of no further force and effect, and all rights and obligations of the parties hereunder shall terminate without any further liability on the part of any party in respect thereof, upon the earlier to occur of (a) (i) such date and time as the Transaction Business Combination Agreement is validly terminated in accordance with its terms, (b) (ii) upon the mutual written agreement of each of the parties hereto to terminate this Subscription...Agreement or (c) Agreement, (iii) the Issuer's notification to Subscriber in writing that it has abandoned its plans to move forward with the Transactions, (iv) if any of the conditions to Closing set forth in Section 2 of this Subscription Agreement 4.2 or Section 4.3 are not satisfied on or prior to the Closing Date and, as a result thereof, the transactions contemplated by this Subscription Agreement are not consummated at the Closing; Closing or (v) at the election of Subscriber, on or after the date that is 270 days after the date of the execution of the Business Combination Agreement if the Closing has not occurred on or prior to such date; provided, that nothing herein will relieve any party from liability for any willful breach hereof prior to the time of termination, and each party will be entitled to any remedies at law or in equity to recover losses, liabilities or damages arising from such breach. The Company Issuer shall promptly notify Subscriber of the termination of the Transaction Business Combination Agreement promptly after the termination of such agreement. Upon termination of this Subscription Agreement pursuant to this Section 6, after the delivery by the Subscriber of the Purchase Price for the Shares, the Issuer shall promptly (but not later than one (1) Business Day thereafter) return the Purchase Price to the Subscriber without any deduction for, or on account of, any tax, withholding, charges or set-off. View More
Termination. This Subscription Agreement shall terminate and be void and of no further force and effect, and all rights and obligations of the parties hereunder shall terminate without any further liability on the part of any party in respect thereof, upon the earlier earliest to occur of (a) such date and time as the Transaction Merger Agreement is validly terminated in accordance with its terms, (b) upon the mutual written agreement of each of the parties hereto Company and the Subscriber to terminate this... Subscription Agreement Agreement, or (c) if any thirty (30) days following the Termination Date (as defined in the Merger Agreement as of the conditions date hereof without giving effect to Closing set forth in Section 2 of this Subscription Agreement are not satisfied on any amendment, modification or prior to waiver thereto from and after the Closing and, as a result thereof, the transactions contemplated by this Subscription Agreement are not consummated at the Closing; date hereof); provided, that nothing herein will relieve any party from liability for any willful breach hereof prior to the time of termination, and each party will be entitled to any remedies at law or in equity to recover losses, liabilities or damages arising from such breach. The Company shall promptly notify Subscriber of the termination of the Transaction Merger Agreement promptly after the termination of such agreement. thereof. View More
Termination. This Subscription Agreement shall terminate and be void and of no further force and effect, and all rights and obligations of the parties hereunder shall terminate without any further liability on the part of any party in respect thereof, upon the earlier to occur of (a) such date and time as the Transaction Agreement is terminated in accordance with its terms, (b) upon the mutual written agreement of each of the parties hereto to terminate this Subscription Agreement, (c) upon the Closing if th...e Note Closing has not occurred, or (d) the Termination Date (as defined in the Transaction Agreement or (c) if any as of the conditions date hereof) if the Closing has not occurred by the Termination Date (provided that the right to Closing set forth in Section 2 of terminate this Subscription Agreement are pursuant to this clause (d) shall not satisfied be available to the Investor if the Investor's breach of any of its covenants or obligations under this Subscription Agreement, or if an affiliate of the Investor is one of the Other Investors under an Other Subscription Agreement, such Other Investor's breach of any of its covenants or obligations under the Other Subscription Agreement, either individually or in the aggregate, shall have proximately caused the failure of the Closing or the Transaction to occur on or prior to before the Closing and, as a result thereof, Termination Date (the termination events described in the transactions contemplated by this Subscription Agreement are not consummated at immediately preceding clauses (a) through (d) being, collectively, the Closing; "Termination Events"); provided, that nothing herein will relieve any party from liability for any willful and material breach hereof prior to the time of termination, and each party will be entitled to any remedies at law or in equity to recover losses, liabilities or damages arising from any such willful and material breach. The Company shall promptly notify Subscriber the Investor of the termination of the Transaction Agreement promptly after the termination of such agreement. Upon the occurrence of any Termination Event, this Subscription Agreement shall be void and of no further effect. For the avoidance of doubt, upon termination of this Subscription Agreement following the Note Closing, the terms, provisions and obligations of and under the Note shall, to the extent applicable, continue in full force and effect and shall survive termination of this Subscription Agreement. View More
Termination. This Subscription Agreement shall terminate and be void and of no further force and effect, and all rights and obligations of the parties hereunder shall terminate without any further liability on the part of any party in respect thereof, upon the earlier to occur of (a) such date and time as the Transaction Agreement is terminated in accordance with its terms, terms without being consummated, (b) upon the mutual written agreement of each of the parties hereto to terminate this Subscription Agre...ement or Agreement, (c) if any of the conditions to Closing set forth in Section 2 of this Subscription Agreement are not satisfied or waived, or are not capable of being satisfied, on or prior to the Closing and, as a result thereof, the transactions contemplated by this Subscription Agreement will not be and are not consummated at the Closing; provided, Closing or (d) by 5:00 PM on March 31, 2022 if the Closing has not occurred by such date (or, if extended pursuant to Section 12.01 of the Transaction Agreement, by such later date not to exceed 60 additional calendar days after March 31, 2022); provided that nothing herein will relieve any party from liability for any willful breach hereof prior to the time of termination, and each party will be entitled to any remedies at law or in equity to recover losses, liabilities or damages arising from any such breach. The Company Highland Transcend shall promptly notify Subscriber the Investor of the termination of the Transaction Agreement promptly after the termination of such agreement. the Transaction Agreement. View More
