Common use of Termination Prior to Closing Clause in Contracts

Termination Prior to Closing. (a) If the Closing has not occurred by any date as mutually agreed upon by the parties (the "Termination Date"), any of the parties hereto may terminate this Agreement at any time thereafter by giving written notice of termination to the other parties; provided, however, that no party may terminate this Agreement if such party has willfully or materially breached any of the terms and conditions hereof.

Appears in 11 contracts

Samples: Agreement and Plan of Merger and Reorganization (Careertek Org Inc), Agreement and Plan of Merger and Reorganization (Careertek Org Inc), Agreement and Plan of Merger And (Third Enterprise Service Group Inc)

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Termination Prior to Closing. (a) If the Closing has not occurred by any 30 days after the execution of this Agreement or such other date as mutually agreed upon by the parties (the "Termination Date"), any of the parties hereto may terminate this Agreement at any time thereafter by giving written notice of termination to the other parties; provided, however, that no party may terminate this Agreement if such party has willfully or materially breached any of the terms and conditions hereof.

Appears in 3 contracts

Samples: Exchange Agreement (Myoffiz Inc), Amended Exchange Agreement (Myoffiz, Inc.), Common Stock Purchase Agreement (Hunno Technologies Inc)

Termination Prior to Closing. (a) If the Closing has not occurred by in a reasonable amount of time any date as mutually agreed upon by the parties (the "Termination Date"), any of the parties hereto party may terminate this Agreement at any time thereafter by giving written notice of termination to the other parties; other, provided, however, that no party may terminate this Agreement if such party has willfully or materially breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the terms and conditions hereofExchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of the PARTIES.

Appears in 2 contracts

Samples: Stock Exchange Agreement (Hydrocarb Energy Corp), Stock Exchange Agreement (Duma Energy Corp)

Termination Prior to Closing. (a) If In the Closing event the Effective Date has not occurred by any date as mutually agreed upon by the parties (the "Termination Date"), any of the parties hereto prior to [***] either Party may terminate this Agreement at any time thereafter by in its entirety immediately upon giving written notice of termination to the other parties; provided, however, that no party may terminate this Agreement if such party has willfully or materially breached any of the terms and conditions hereofParty.

Appears in 2 contracts

Samples: License, Development and Commercialization Agreement (King Pharmaceuticals Inc), License, Development and Commercialization Agreement (Acura Pharmaceuticals, Inc)

Termination Prior to Closing. (a) If the Closing has not occurred by any November 30, 2013 after the execution of this Agreement or such other date as mutually agreed upon by the parties (the "Termination Date"), any of the parties hereto may terminate this Agreement at any time thereafter by giving written notice of termination to the other parties; provided, however, that no party may terminate this Agreement if such party has willfully or materially breached any of the terms and conditions hereof.

Appears in 1 contract

Samples: Share Exchange Agreement (Textmunication Holdings, Inc.)

Termination Prior to Closing. (a) If the Closing has not occurred by any December 31, 2015 or such other date as mutually agreed upon by the parties (the "Termination Date"), any of the parties hereto may terminate this Agreement at any time thereafter by giving written notice of termination to the other parties; provided, however, that no party may terminate this Agreement if such party has willfully or materially breached any of the terms and conditions hereof.

Appears in 1 contract

Samples: Share Exchange Agreement (SBH Associates, Inc.)

Termination Prior to Closing. (a) If the Closing has not occurred by any 30 days after the execution of this Agreement or such other date as mutually agreed upon by the parties (the "Termination Date"), any of the parties hereto may terminate this Agreement at any time thereafter by giving written notice of termination to the other parties; provided, however, that no party may terminate this Agreement if such party has willfully or materially breached any of the terms and conditions hereof. Prior to the Termination Date, Acies may terminate this Agreement.

Appears in 1 contract

Samples: Exchange Agreement (Atlantic Synergy Inc)

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Termination Prior to Closing. (a) If the Closing has not occurred by any March 31, 2003 or such other date as mutually agreed upon by the parties (the "Termination Date"), any of the parties hereto may terminate this Agreement at any time thereafter by giving written notice of termination to the other parties; provided, however, that no party may terminate this Agreement if such party has willfully or materially breached any of the terms and conditions hereof.

Appears in 1 contract

Samples: 2c Common Stock Purchase Agreement (Ugomedia Interactive Corp)

Termination Prior to Closing. (a) If the Closing has not occurred by any date as mutually agreed upon by the parties (the "Termination Date")July 31, 1999, any of the parties hereto party may terminate this Agreement at any time thereafter by giving written notice of termination to the other parties; other, provided, however, that no party may terminate this Agreement if such party has willfully or materially breached any of the terms and conditions hereof.

Appears in 1 contract

Samples: Merger Agreement And (Newagecities Com Inc)

Termination Prior to Closing. (a) If the Closing has not occurred by any July 31, 2003 or such other date as mutually agreed upon by the parties (the "Termination Date"), any of the parties hereto may terminate this Agreement at any time thereafter by giving written notice of termination to the other parties; provided, however, that no party may terminate this Agreement if such party has willfully or materially breached any of the terms and conditions hereof.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Meier Worldwide Intermedia Inc)

Termination Prior to Closing. (a) If the Closing has not occurred by any November 30, 2014 after the execution of this Agreement or such other date as mutually agreed upon by the parties (the "Termination Date"), any of the parties hereto may terminate this Agreement at any time thereafter by giving written notice of termination to the other parties; provided, however, that no party may terminate this Agreement if such party has willfully or materially breached any of the terms and conditions hereof.

Appears in 1 contract

Samples: Share Exchange Agreement (3d Makerjet, Inc.)

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