Termination Prior to Effective Time. Notwithstanding the prior adoption of this Agreement by the Company Stockholders in accordance with Delaware Law, this Agreement may be validly terminated, and the Offer and/or the Merger may be terminated and abandoned, at any time prior to the Effective Time, by either Parent or the Company if any Governmental Authority in any Material Jurisdiction shall have (a) enacted, issued, promulgated, entered, enforced or deemed applicable to any of the transactions contemplated hereby (including the Offer and the Merger) any applicable Law that has the effect of making the consummation of any of the transactions contemplated hereby (including the Offer and the Merger) illegal or which has the effect of prohibiting or otherwise preventing the consummation of any of the transactions contemplated by this Agreement (including the Offer and the Merger) or (b) issued or granted any judgment, Order or injunction that has the effect of making any of the transactions contemplated hereby (including the Offer and the Merger) illegal or which has the effect of prohibiting or otherwise preventing the consummation of any of the transactions contemplated by this Agreement (including the Offer and the Merger), and such judgment, Order or injunction has become final and non-appealable.
Termination Prior to Effective Time. This Agreement may be terminated prior to the Effective Time
Termination Prior to Effective Time. This Agreement may be terminated and the Merger may be abandoned at any time prior to the Effective Time (whether or not Stockholder Approval has been obtained, except as otherwise specifically indicated below) by action taken or authorized by the board of directors of the terminating party:
Termination Prior to Effective Time. In the event this Agreement is terminated without the occurrence of the Effective Time, Parent shall, or shall cause the Paying Agent to, return promptly any Certificates theretofore submitted or delivered to the Paying Agent, without charge to the person who submitted such Certificates.
Termination Prior to Effective Time. Notwithstanding the receipt of Parent Stockholder Approval and Company Stockholder Approval or anything in this Agreement to the contrary, the Boards of Directors of Merger Sub and/or Company may terminate this Agreement prior to the Effective Time in accordance with Section 251(d) of DGCL.
Termination Prior to Effective Time. The Merger may be abandoned following the Acceptance Time but prior to the Effective Time:
Termination Prior to Effective Time. This Agreement may be ---------------------------------------- terminated at any time prior to the Effective Time:
Termination Prior to Effective Time. Notwithstanding the prior adoption of this Agreement by the Company Stockholders, this Agreement may be terminated and the Offer and/or the Merger may be abandoned, at any time prior to the Effective Time, by either Parent or the Company if any Governmental Authority of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered any Order which is then in effect and has the effect of making the Merger illegal in any jurisdiction in which Parent or the Company have material business or operations or which has the effect of prohibiting or otherwise preventing the consummation of the Merger; provided, however, that the right to terminate this Agreement pursuant to this Section 8.02 shall not be available to any party hereto whose failure to comply with any obligations under this Agreement has resulted in the imposition of such Order.
Termination Prior to Effective Time. If (i) the Subject Claims are fully and finally released prior to the Effective Time, (ii) a judgment denying the Subject Claims in their entirety is entered in the Lawsuit and becomes final and not subject to further appeal prior to the Effective Time, or (iii) the Merger Agreement is terminated pursuant to the provisions of the Merger Agreement prior to the Effective Time, then in any such event this Agreement shall terminate and be of no further force or effect; and neither Parent nor Purchaser shall be obligated to deposit any amount with the Escrow Agent pursuant to Section 3 of this Agreement.
Termination Prior to Effective Time. Notwithstanding the receipt of ARGY Stockholder Approval and Company Stockholder Approval or anything in this Agreement to the contrary, the Board of Directors of Company may terminate this Agreement prior to the Effective Time in accordance with NCL.
