Common use of Termination Upon Default Clause in Contracts

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company on or prior to the Closing Date, if the Company shall have materially breached any representation, warranty, agreement or covenant contained herein to be performed on or prior to the Closing Date such that the condition to closing set forth in Section 9.2(a) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by the earlier of the Outside Closing Date and thirty (30) days following receipt by the Company of a notice describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Parent and the Purchaser may terminate this Agreement by giving notice to the Company and the Seller on or prior to the Closing Date, without prejudice to any rights or obligations Parent and Purchaser may have, if the Company or the Seller shall have materially breached any representation, warranty, representation or warranty or breached any agreement or covenant contained herein to be performed on or prior to the Closing Date such that the condition to closing conditions set forth in Section 9.2(a) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by within the earlier of the Outside Closing Date and thirty (30) days following receipt by the Company or the Seller of a notice describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company on or prior to the Closing Date, if without prejudice to any rights or obligations Purchaser may have, if: (i) the Company shall have materially breached any representation, warranty, agreement or covenant contained herein to be performed on or prior to the Closing Date such that Date, which has rendered the condition to closing satisfaction of any of the conditions set forth in Section 9.2(a9.2 impossible; and (ii) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by the earlier of the Outside Closing Date and thirty (30) days following receipt by the Company of a written notice from Purchaser describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company on or at any time prior to the Closing DateClosing, without prejudice to any rights or obligations Purchaser may have, if the Company shall have materially breached any representation, warranty, agreement or covenant contained herein to be performed on or prior to the Closing Date such that the condition to closing set forth in Section 9.2(a) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) , and such breach shall would cause a failure of a closing condition of the Purchaser and is not be cured by the earlier of the Outside Closing Date and thirty (30) days following receipt by the Company of a notice describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company on or prior to the Closing Date, if without prejudice to any rights or obligations Purchaser may have, if: (i) the Company shall have materially breached any representation, warranty, agreement or covenant contained herein to be performed on or prior to the Closing Date such that Date, which has rendered the condition to closing satisfaction of any of the conditions set forth in Section 9.2(a9.1 and 9.2 impossible; and (ii) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by the earlier of the Outside Closing Date and thirty (30) days following receipt by the Company of a written notice from Purchaser describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company on or prior to the Closing Date, without prejudice to any rights or obligations Purchaser may have, if the Company shall have materially breached any representation, warranty, agreement or covenant contained herein or in any Additional Agreement to be performed on or prior to the Closing Date such that the condition to closing set forth in Section 9.2(a) or 9.2(b) 10.2 would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by the earlier of the Outside Closing Date and thirty fifteen (3015) days following receipt by the Company of a notice describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company on or prior to the Closing Date, if without prejudice to any rights or obligations Purchaser may have, if: (i) the Company shall have materially breached any representation, warranty, agreement or covenant contained herein to be performed on or prior to the Closing Date such that Date, which has rendered the condition to closing satisfaction of any of the conditions set forth in Section 9.2(a10.2 impossible; and (ii) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by the earlier of the Outside Closing Date and thirty (30) days following receipt by the Company of a written notice from Purchaser describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company on or prior to the Closing Date, without prejudice to any rights or obligations Purchaser may have, if the Company or any Member shall have materially breached any representation, warranty, agreement or covenant contained herein or in any Additional Agreement to be performed on or prior to the Closing Date such that the condition to closing set forth in Section 9.2(a) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by the earlier of the Outside Closing Date and thirty fifteen (3015) days following receipt by the Company of a notice describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement at any time prior to the Initial Closing Date by giving notice to the Company on Seller: if (x) Seller or prior to the Closing Date, if the Company shall have materially breached be in breach of any of its material representation, warranty, agreement or covenant contained herein to be performed on or prior to the Initial Closing Date such that Date, which has rendered or would reasonably be expected to render the condition to closing satisfaction of any of the conditions set forth in Section 9.2(a10.2(a) or 9.2(bimpossible; (y) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall cannot be cured by the earlier of the Outside Closing Date and or is not cured within thirty (30) days following receipt by the Company Seller of a written notice from Purchaser describing in reasonable detail the nature of such breach.. 77

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company and the Seller on or prior to the Closing Date, without prejudice to any rights or obligations the Purchaser may have, if the Company and the Seller shall have materially breached any representation, warranty, representation or warranty or breached any agreement or covenant contained herein or in any Additional Agreement to be performed on or prior to the Closing Date such that the condition to closing set forth in Section 9.2(a) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by within the earlier of the Outside Closing Date and thirty five (305) days following receipt by the Company or the Seller of a notice describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company on or prior to the Closing Date, without prejudice to any rights or obligations Purchaser may have, if the Company or any Member shall have materially breached any representation, warranty, representation or warranty or breached any agreement or covenant contained herein or in any Additional Agreement to be performed on or prior to the Closing Date such that the condition to closing set forth in Section 9.2(a) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by the earlier of the Outside Closing Date and thirty fifteen (3015) days following receipt by the Company of a notice describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Operation Company and the Sellers on or prior to the Closing Date, without prejudice to any rights or obligations the Purchaser may have, if the Company Nollec Parties shall have materially breached any representation, warranty, representation or warranty or breached any agreement or covenant contained herein or in any Additional Agreement to be performed on or prior to the Closing Date such that the condition to closing set forth in Section 9.2(a) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by within the earlier of the Outside Closing Date and thirty five (305) days following receipt by the Operation Company or the Sellers of a notice describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to Seller and the Company on Company, without prejudice to any rights or obligations Purchaser may have, at any time prior to the Closing Date, Date if Seller or the Company shall have materially breached any representation, warranty, agreement or covenant contained herein to be performed on or prior to the Closing Date such that Date, which has rendered or would reasonably be expected to render the condition to closing satisfaction of any of the conditions set forth in Section 9.2(a7.2(a), 7.2(b) or 9.2(b7.2(c) would not be satisfied (treating such time as if it were the Closing Date) impossible, and such breach shall cannot be cured or is not cured by the earlier of (i) the Outside Closing Date and (ii) thirty (30) days following receipt by Seller and the Company of a written notice from Purchaser describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company and the Sellers on or prior to the Closing Date, without prejudice to any rights or obligations the Purchaser may have, if the Company and the Sellers shall have materially breached any representation, warranty, representation or warranty or breached any agreement or covenant contained herein or in any Additional Agreement to be performed on or prior to the Closing Date such that the condition to closing set forth in Section 9.2(a) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by within the earlier of the Outside Closing Date and thirty five (305) days following receipt by the Company or the Sellers of a notice describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company and the Seller on or prior to the Closing Date, without prejudice to any rights or obligations Purchaser may have, if the Company or the Seller shall have materially breached any representation, warranty, representation or warranty or breached any agreement or covenant contained herein or in any Additional Agreement to be performed on or prior to the Closing Date such that the condition to closing set forth in Section 9.2(a) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by within the earlier of the Outside Closing Date and thirty five (305) days following receipt by the Company or the Seller of a notice describing in reasonable detail the nature of such breach.

Termination Upon Default. (a) The Purchaser may terminate this Agreement by giving notice to the Company on or prior to the Closing Date, without prejudice to any rights or obligations Purchaser may have, if the Company shall have materially breached any representation, warranty, agreement or covenant contained herein to be performed on or prior to the Closing Date such that the condition to closing set forth in Section 9.2(a) or 9.2(b) would not be satisfied (treating such time as if it were the Closing Date) and such breach shall not be cured by the earlier of the Outside Closing Date and thirty (30) days following receipt by the Company of a notice describing in reasonable detail the nature of such breach.