Termination at Closing. If any of the conditions set forth in Article VI hereof are not satisfied at or before the time of the Closing, then the Shareholders may terminate this Agreement by notifying MIOA at the Closing. If any of the conditions set forth in Article VII hereof are not satisfied at or before the time of the Closing, then MIOA may terminate this Agreement by notifying the Shareholders at the Closing.
Termination at Closing. Except as expressly provided for herein, the provisions of this Agreement shall terminate with the Closing and shall be of no further force or effect.
Termination at Closing. If any of the conditions set forth in Article VII hereof are not satisfied at or before the time of the Closing, then Bedrock may terminate this Agreement by notifying the Corporation at the Closing. If any of the conditions set forth in Article VIII hereof are not satisfied at or before the time of the Closing, then the Corporation may terminate this Agreement by notifying Bedrock and all the Bedrock Shareholders at the Closing.
Termination at Closing. If any of the conditions set forth in Article VII hereof are not satisfied at or before the time of the Closing, then Medical may terminate this Agreement by notifying the Corporation at the Closing. If any of the conditions set forth in Article VIII hereof are not satisfied at or before the time of the Closing, then the Corporation may terminate this Agreement by notifying Medical and all the Medical Shareholders at the Closing.
Termination at Closing. If any of the conditions set forth in ---------------------- Section 8 is not satisfied on or before the fifteenth (15/th/) days after satisfaction of the condition set forth in Section 8.4, then Seller may terminate this Agreement by notifying Buyer on the sixteenth (16/th/) day after the Closing Date effective the Closing Date. If any of the conditions set forth in Section 9 is not satisfied on or before the fifteenth (15/th/) day after the satisfaction of the condition set forth in Section 9.5, then Buyer may terminate this Agreement by notifying Seller on the sixteenth (16/th/) day after Closing Date effective the Closing Date.
Termination at Closing. If any of the conditions set forth in Article VII hereof are not satisfied on or before the Closing Date, then Acquiror may terminate this Agreement by notifying Transferor on the Closing Date. If any of the conditions set forth in Article VIII hereof are not satisfied on or before the Closing Date, then Transferor may terminate this Agreement by notifying Acquiror on the Closing Date.
Termination at Closing. If any of the conditions set forth in Article V hereof are not satisfied at or before the time of the Closing, then COMPANY may terminate this Agreement by notifying PAYLESS at the Closing. If any of the conditions set forth in Article VI hereof are not satisfied at or before the time of the Closing, then the Corporation may terminate this Agreement by notifying COMPANY and all the COMPANY Shareholders at the Closing. In the event of any termination of this Agreement, neither party shall have any further obligation to the other. In the event of a termination by the COMPANY, neither PAYLESS, its officers, directors or consultants shall be required to refund any funds previously deposited with the Escrow Agreement.
Termination at Closing. If any of the conditions to Closing set forth in this Agrement are not satisfied at or before the time of the Closing, then any of the parties to this Agreement may terminate this Agreement by notifying the others at the Closing.
Termination at Closing. If any of the conditions set forth in Article VI or Section 8.1 hereof are not satisfied as of the Closing Date or waived by Buyer in writing, then Buyer may terminate as of the Closing Date this Agreement, the APA and related agreements by {W1118982.1} notifying Seller in writing. If any of the conditions set forth in Article VII or Section 8.2 hereof are not satisfied as of the Closing Date or waived by Seller in writing, then Seller may terminate as of the Closing Date this Agreement, the APA and related agreements by notifying Buyer in writing.
Termination at Closing. The representations and the warranties of Sun Network shall expire, merge and terminate at Closing. The representations and warranties of the Members shall survive for a period of one year following the Closing Date. Indemnity by the Members Against Claims. The Member owning 97.7778% of the membership units hereby agrees to indemnify and hold Sun Network harmless from and against the follow-ing: Any and all liabilities, losses, damag-es, claims, costs, taxes and expenses of Aventura of any nature, whether abso-lute, contingent or otherwise, which are not specifically disclosed to Sun Network in this Agreement or the Schedules thereto; Any and all liabilities, losses, damag-es, claims, costs and reasonable expenses suffered by Sun Network- (whet-her awarded against Sun Network or paid by Sun Network- in settlement of a claim or other-wise suffered), result-ing from any misrepre-senta-tion, breach of any warran-ty, or non-fulfillment of any covenant or agreement on the pxxx xx xxe Members con-tained in this Agree-ment or in any written state-ment, at-tach-ment, sched-ule, exhibit or certificate furnished or to be furnished by Aventura or the Members to Sun Network pursu-ant hereto or in connec-tion with the trans-actions contem-plat-ed hereby; and Any and all actions, suits, proceedings, demands, assessments or judgments, costs and reasonable expenses (includ-ing reasonable attorneys' fees) inci-dent to any of the foregoing.
