Optional Abandonment Clause Samples
The Optional Abandonment clause allows one party, typically the contractor or project owner, to discontinue or abandon a project or a specific portion of work before its completion. In practice, this clause outlines the procedures and conditions under which abandonment can occur, such as providing written notice and determining compensation for work already performed or materials procured. Its core function is to provide flexibility in project management, enabling parties to limit losses or reallocate resources if a project becomes unfeasible or unnecessary.
Optional Abandonment. In addition to the provisions of Article VII, the Merger may be abandoned or terminated at or before the Effective Time, notwithstanding the adoption and approval of this Agreement, the Merger and the other transactions contemplated hereby by the stockholders of the parties hereto:
(a) by mutual agreement of the Boards of Directors of the Constituent Corporations; or
(b) at the option of any of the respective Boards of Directors of the Constituent Corporations, if the Effective Time shall not have occurred on or before September 30, 2000;
Optional Abandonment. In addition to the provisions of Section 4.01 and Section 4.02 above, the transactions contemplated by this Agreement may be abandoned or terminated at or before the Closing notwithstanding adoption and approval of this Agreement and the transactions contemplated hereby by the stockholders of the parties hereto:
(a) by mutual agreement of the Boards of Directors of REDOX and Midnight;
(b) at the option of REDOX's Board of Directors or Midnight's Board of Directors, if the Closing Date shall not have occurred on or before December 31, 2005;
(c) at the option of REDOX's Board of Directors, if facts exist which render impossible compliance with one or more of the conditions set forth in Section 4.01 and such are not waived by REDOX; and
(d) at the option of Midnight's Board of Directors or by the election of the Midnight Shareholders if facts exist which render impossible compliance with one or more of the conditions set forth in Section 4.02 and such are not waived by Midnight.
Optional Abandonment. In addition to the provisions of Article VII, the Merger may be abandoned or terminated at or before the Effective Time notwithstanding adoption and approval of this Agreement, the Merger, and the other transactions contemplated hereby by the stockholders of the parties hereto:
(a) by mutual agreement of the Boards of Directors of MEG, Acquisition, and Intellicell;
(b) at the option of MEG’s and Acquisition’s Boards of Directors or Intellicell’s Board of Directors, if the Effective Time shall not have occurred on or before May 31, 2011;
(c) at the option of MEG’s and Acquisition’s Boards of Directors, if facts exist which render impossible compliance with one or more of the conditions set forth in Section 7.01 and such are not waived by MEG; and
(d) at the option of Intellicell’s Board of Directors, if facts exist which render impossible compliance with one or more of the conditions set forth in Section 7.02 and such are not waived by Intellicell.
Optional Abandonment. 72 ss.8.03
Optional Abandonment. In addition to the provisions of Section 4.01 and Section 4.02 above, the transactions contemplated by this Agreement may be abandoned or terminated at or before the Closing notwithstanding adoption and approval of this Agreement and the transactions contemplated hereby by the stockholders of the parties hereto:
Optional Abandonment. In addition to the provisions of Section 4.01 and Section 4.02 above, the transactions contemplated by this Agreement may be abandoned or terminated at or before the Closing notwithstanding adoption and approval of this Agreement and the transactions contemplated hereby by the stockholders of the parties hereto:
(a) by mutual agreement of the Boards of Directors of IAMK and MPL Shareholder;
(b) at the option of IAMK's Board of Directors or MPL Shareholder, if the Closing Date shall not have occurred on or before December 20, 2004 (or such later date as the parties may agree);
(c) at the option of IAMK's Board of Directors, if facts exist which render impossible compliance with one or more of the conditions set forth in Section 4.01 and such are not waived by IAMK; and
(d) at the option of MPL Shareholder if facts exist which render impossible compliance with one or more of the conditions set forth in Section 4.02 and such are not waived by MPL Shareholder.
Optional Abandonment. In addition to the provisions of Section 8.01, the Merger may be abandoned or terminated at or before the Effective Time, notwithstanding adoption and approval of this Agreement, the Merger, and the other transactions contemplated hereby by the shareholders of DGD:
(a) by mutual agreement of the Boards of Directors of ▇▇▇▇▇▇ and DGD;
(b) at the option of either (i) ▇▇▇▇▇▇'▇ Board of Directors or (ii) DGD's Board of Directors, if the Effective Time shall not have occurred on or before February 28, 1997;
(c) at the option of ▇▇▇▇▇▇'▇ Board of Directors at any time after October 31, 1996, if facts exist which render impossible compliance with one or more of the conditions set forth in Section 7.01 and such are not waived by ▇▇▇▇▇▇;
(d) at the option of DGD's Board of Directors at any time after October 31, 1996, if facts exist which render impossible compliance with one or more of the conditions set forth in Section 7.02 and such are not waived by DGD; and
(e) at the option of ▇▇▇▇▇▇'▇ board of Directors at any time if the result of ▇▇▇▇▇▇'▇ due diligence with respect to DGD's (i) July 31, 1996 audited financial statements, (ii) Drug Enforcement Agency activities, (iii) environmental matters or (iv) internal investigations are not reasonably satisfactory to ▇▇▇▇▇▇; provided however, that such option shall terminate with respect to each of the four items individually thirty days after DGD has delivered or made available to ▇▇▇▇▇▇ all information and material necessary with regard to such item.
Optional Abandonment. The Merger may be abandoned or terminated at or before the Effective Time notwithstanding its adoption and approval by the parties upon the following terms: (i) by mutual agreement of the boards of directors of Kinetiks and Imagenuity; (ii) at the option of Kinetiks' Board of Directors or Imagenuity's Board of Directors, if the Effective Time shall not have occurred on or before November 1, 1999; (iii) at the option of Kinetiks, if facts exist which render impossible compliance with one or more of the conditions set forth in Section 7.01 and such are not waived by Kinetiks; and (iv) at the option of Imagenuity, if facts exist which render impossible compliance with one or more of the conditions set forth in Section 7.02 and such are not waived by Imagenuity.
Optional Abandonment. In addition to the provisions of Section 4.01 and Section 4.02 above, the transactions contemplated by this Agreement may be abandoned or terminated at or before the Closing notwithstanding adoption and approval of this Agreement and the transactions contemplated hereby by the stockholders of the parties hereto:
(a) by mutual agreement of the Boards of Directors of MTHC and iTechexpress;
(b) at the option of MTHC's Board of Directors or iTechexpress's Board of Directors, if the Closing Date shall not have occurred on or before January 31, 2006;
(c) at the option of MTHC's Board of Directors, if facts exist which render impossible compliance with one or more of the conditions set forth in Section 4.01 and such are not waived by MTHC; and
(d) at the option of iTechexpress's Board of Directors or by the election of the iTechexpress Shareholders if facts exist which render impossible compliance with one or more of the conditions set forth in Section 4.02 and such are not waived by iTechexpress.
Optional Abandonment. In addition to the provisions of Section 4.01 and Section 4.02 above, the transactions contemplated by this Agreement may be abandoned or terminated at or before the Closing notwithstanding adoption and approval of this Agreement and the transactions contemplated hereby by the stockholders of the parties hereto:
(a) by mutual agreement of the Boards of Directors of GXPT and Advaxis;
(b) at the option of GXPT's Board of Directors, if facts exist which render impossible compliance with one or more of the conditions set forth in Section 4.01 and such are not waived by GXPT;
(c) at the option of Advaxis's Board of Directors or by the election of the Advaxis Shareholders if facts exist which render impossible compliance with one or more of the conditions set forth in Section 4.02 and such are not waived by Advaxis; and
(d) at the option of Advaxis's Board of Directors and GXPT's Board of Directors, if the Closing Date shall not have occurred on or before the Initial Closing Date; provided, that if Advaxis pays GXPT $15,000 (such amount is non-refundable) prior to the Initial Closing Date, then the Closing Date shall be extended for an additional forty-five (45) day period.