Termination by the Purchaser. This Agreement may be terminated by the Purchaser at any time prior to the Effective Time if:
Termination by the Purchaser. This Agreement may be ---------------------------- terminated prior to Closing by the Purchaser, by giving written notice of such termination to the Company, if:
Termination by the Purchaser. The Purchaser shall have the right to terminate this Agreement, at any time prior to the Closing, if:
Termination by the Purchaser. In addition to any other rights and remedies (under this Agreement or otherwise) which the Purchaser may have to terminate or rescind this Agreement, the Purchaser may, at its option, terminate this Agreement by notice in writing to the Vendor if :-
Termination by the Purchaser. This Agreement may be terminated at any time prior to the Closing Date by the Purchaser if (a) there has been a breach by any Seller of any representation or warranty contained in this Agreement that is qualified as to materiality or a material breach of any representation and warranty that is not so qualified, which breach is not curable, or if curable, is not cured within thirty (30) days after notice of such breach is given by Purchaser to Company; (b) there has been a material breach of any of the covenants or agreements set forth in this Agreement on the part of any Seller, which breach is not curable or, if curable, is not cured within thirty (30) days after written notice of such breach is given by the Purchaser to Company; (c) the Overbid Procedures Order shall not have been entered by the Bankruptcy Court in substantially the form contemplated by this Agreement within fifteen (15) days of the Petition Date; provided, however, that any rights of Purchaser to terminate this Agreement pursuant to this Section 8.4(c) shall no longer be available upon the entry, on Purchaser's consent, of the Overbid Procedure Order; (d) the conditions to the Purchaser's obligations to close under Section 7.3(b) shall not have been satisfied or waived on or prior to April 23, 1999; or (e) the Bankruptcy Court shall not have granted initial approval of the transactions contemplated by the DIP Credit Agreement by February 24, 1999, or any of the parties (other than Purchaser) to the DIP Credit Agreement shall have failed to make its initial purchase of Notes thereunder within five days of the date set forth in the DIP Credit Agreement. Section 8.5
Termination by the Purchaser. (a) At any time after a Termination Event has occurred, the Purchaser may without prejudice to the Purchaser’s other rights:
Termination by the Purchaser. The Purchaser may terminate this Agreement by written notice to the Stockholder at any time prior to the Closing Date if:
Termination by the Purchaser. This Agreement may be terminated by the Purchaser at any time prior to the Closing, if a breach of any representation, warranty, agreement or covenant of the Sellers set forth in this Agreement shall have occurred, which breach (i) would give rise to the failure of a condition set forth in Section 7.02 and as a result of such breach, such condition would not be capable of being satisfied prior to the Termination Date and (ii) is incapable of being cured or, if capable of being cured, is not cured by the Sellers within thirty (30) days following receipt of written notice of such breach from the Purchaser (or, if the Termination Date is less than thirty (30) calendar days from the date of receipt of such notice, by the Termination Date); provided that the Purchaser shall not have the right to terminate this Agreement pursuant to this Section 8.04 if the Purchaser is then in material breach of any representations, warranties or covenants of the Purchaser hereunder that would give rise to the failure of a condition set forth in Section 7.03.
Termination by the Purchaser. The Purchaser, when not in default in any material respect in the performance of its obligations under this Agreement, may, without prejudice to any other rights, terminate this Agreement by written notice to the Vendors if any condition contained in Section 5.1 is not fulfilled, waived or satisfied in accordance with Section 5.1.2;
Termination by the Purchaser. The Purchaser may, without prejudice to any other rights, terminate its obligations under this Agreement by notice to Seller if (i) there is a material breach of this Agreement by any Seller, (ii) the Purchaser terminates the Offer in accordance with the Offer to Purchase or (iii) the Offer expires without the Purchaser purchasing the Sellers' Shares.
