Common use of Termination by Reason of Breach Clause in Contracts

Termination by Reason of Breach. This Agreement may be terminated by the Stockholders or TView, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of FOCUS or FAC or the failure by FOCUS or FAC to perform any condition or obligation hereunder, and may be terminated by FOCUS or FAC, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of the Stockholders or TView or the failure of the Stockholders or TView to perform any condition or obligation hereunder.

Appears in 1 contract

Samples: Plan and Agreement of Merger (Focus Enhancements Inc)

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Termination by Reason of Breach. This Agreement may be terminated by the Stockholders or TViewStockholders, if at any time prior to the Closing there shall occur a material breach of any of the material representations, warranties or covenants of FOCUS or FAC the Buyer or the failure by FOCUS or FAC the Buyer to perform any material condition or obligation hereunder, and may be terminated by FOCUS or FACthe Buyer, if at any time prior to the Closing there shall occur a material breach of any of the material representations, warranties or covenants of the Stockholders Stockholders, the Company or TView any of the Subsidiaries or the material failure of the Stockholders Stockholders, the Company or TView any of the Subsidiaries to perform any condition or obligation hereunderhereunder (such a breach by the Buyer, Stockholders, the Company or any of the Subsidiaries shall be referred to herein as a "Pre-Closing Breach").

Appears in 1 contract

Samples: Stock Purchase Agreement (Nashua Corp)

Termination by Reason of Breach. This Agreement may be ------------------------------- terminated by the Stockholders Sellers or TViewthe Stockholder, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of FOCUS or FAC the Buyer or the failure by FOCUS or FAC the Buyer to perform any condition or obligation hereunder, and may be terminated by FOCUS or FACthe Buyer, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of a Seller or the Stockholders or TView Stockholder or the failure of a Seller or the Stockholders or TView Stockholder to perform any condition or obligation hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Satcon Technology Corp)

Termination by Reason of Breach. This Agreement may be ------------------------------- terminated by the Stockholders Seller or TViewthe Principal Stockholder, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of FOCUS or FAC the Buyer or the failure by FOCUS or FAC the Buyer to perform any condition or obligation hereunder, and may be terminated by FOCUS or FACthe Buyer, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of the Stockholders Seller or TView the Principal Stockholder or the failure of the Stockholders Seller or TView the Principal Stockholder to perform any condition or obligation hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Satcon Technology Corp)

Termination by Reason of Breach. This Agreement may be ------------------------------- terminated by the Stockholders or TViewSeller Entities, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of FOCUS or FAC the Buyer Entities or the failure by FOCUS or FAC the Buyer Entities to perform any condition or obligation hereunder, and may be terminated by FOCUS or FACthe Buyer Entities, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of the Stockholders or TView Seller Entities or the failure of the Stockholders or TView Seller Entities to perform any condition or obligation hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Peritus Software Services Inc)

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Termination by Reason of Breach. This Agreement may be ------------------------------- terminated by the Stockholders or TViewSeller, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of FOCUS or FAC the Buyer or the failure by FOCUS or FAC the Buyer to perform any condition or obligation hereunder, and may be terminated by FOCUS or FACthe Buyer, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of the Stockholders or TView Seller or the failure of the Stockholders or TView Seller to perform any condition or obligation hereunder.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nucycle Therapy Inc)

Termination by Reason of Breach. This Agreement may be terminated by the Stockholders or TViewStockholders, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of FOCUS or FAC the Buyer or the failure by FOCUS or FAC the Buyer to perform any condition or obligation hereunder, and may be terminated by FOCUS or FACthe Buyer, if at any time prior to the Closing there shall occur a material breach of any of the representations, warranties or covenants of the Stockholders Stockholders, the Company or TView any of the Subsidiaries or the failure of the Stockholders Stockholder, the Company or TView any of the Subsidiaries to perform any condition or obligation hereunderhereunder (such a breach by the Stockholders, the Company or any of the Subsidiaries shall be referred to herein as a "Pre-Closing Breach").

Appears in 1 contract

Samples: Stock Purchase Agreement (Breed Technologies Inc)

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