Common use of Post Closing Covenants Termination Clause in Contracts

Post Closing Covenants Termination. The Seller and the Purchaser agree to execute such further documents or instruments and to take such other actions as are necessary to transfer the Class B Stock to the Purchaser and to otherwise carry out the transactions provided for by this Agreement. If the Closing Date shall not have occurred on or prior to November 30, 1997, other than as a result of a material breach of this Agreement by either party hereto, either party may terminate this Agreement without liability. If the Closing Date shall not have occurred on or prior to such date as a result of material breach of any representation, warranty, covenant or obligation by either party, the non-breaching party shall have the right to terminate this Agreement without liability. In addition, this Agreement may be terminated by the Seller, if after the date hereof and before the Closing Date, the Guarantor attempts or purports to revoke or withdraw the Guaranty or a court of competent jurisdiction finally determines that the Guaranty is unenforceable or invalid.