Common use of Ability to Terminate Clause in Contracts

Ability to Terminate. The Agreement may be terminated. (a) At any time by mutual written consent of Purchaser and Sellers. (b) By Purchaser, upon written notice to Sellers, (i) upon a material breach of any covenant or agreement on the part of the Sellers set forth in this Agreement, or (ii) if any representation or warranty of Sellers shall have been or become untrue, in each case such that any of the conditions set forth in Section 4.1 could not be satisfied by the Termination Date.. (c) By Sellers, upon written notice to Purchaser, (i) upon a material breach of any covenant or agreement on the part of Purchaser set forth in this Agreement, or (ii) if any representation or warranty of Purchaser shall have been or become untrue, in each case such that any of the conditions set forth in Section 4.2 could not be satisfied by the Termination Date. (d) By either Purchaser or Sellers, upon written notice to the other, if the Closing has not occurred on or before the Termination Date.