Common use of Term of Agreement; Termination Clause in Contracts

Term of Agreement; Termination. Subject to Section 13(e), the term of this Agreement shall commence on the date hereof and such term, this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate upon the earlier to occur of (i) the Effective Time (as defined in the Merger Agreement), and (ii) the date on which the Merger Agreement is terminated in accordance with its terms. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDED, that such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

Appears in 9 contracts

Samples: Voting Agreement (Brooks Automation Inc), Voting Agreement (Brooks Automation Inc), Voting Agreement (Brooks Automation Inc)

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Term of Agreement; Termination. Subject to Section 13(e14(e), the term of this Agreement shall commence on the date hereof and such term, term and this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate upon the earlier earliest to occur of (i) the Effective Time (as defined in the Merger Agreement)Time, and (ii) the date on which the Merger Agreement is terminated in accordance with its terms; provided, however, that the provisions of Section 9 shall survive the Effective Time in accordance with the terms of Section 9. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDEDprovided, that such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

Appears in 4 contracts

Samples: Stockholder's Agreement (Keywell Bradley A), Stockholder's Agreement (Lefkofsky Eric P), Stockholder's Agreement (Keywell Bradley A)

Term of Agreement; Termination. Subject to Section 13(e), the The term of this Agreement shall commence on the date hereof hereof. This Agreement may be terminated at any time prior to consummation of the transactions contemplated by the Merger Agreement by the written consent of the parties hereto, and such term, this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate be automatically terminated upon the earlier earliest to occur of: (a) termination of (i) the Effective Time (as defined in the Merger Agreement), and (iib) the consummation of the Merger, or (c) one (1) year from the date on which the Merger Agreement is terminated in accordance with its termshereof. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDEDprovided, however, that such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Charter Financial Corp), Agreement and Plan of Merger (CenterState Bank Corp), Agreement and Plan of Merger (Charter Financial Corp)

Term of Agreement; Termination. Subject to Section 13(e), the The term of this Agreement shall commence on the date hereof hereof. This Agreement may be terminated at any time prior to consummation of the transactions contemplated by the Merger Agreement by the written consent of the parties hereto, and such term, this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate be automatically terminated upon the earlier to occur of of: (ia) the Effective Time or (as defined b) in the Merger Agreement), and (ii) the date on which event that the Merger Agreement is terminated in accordance with its terms. Upon any such termination, no party shall have any further obligations or liabilities hereunder; PROVIDEDprovided, that however, such termination shall not relieve any party from liability for any willful breach of this Agreement prior to such termination.

Appears in 3 contracts

Samples: Voting Agreement (Cambridge Bancorp), Agreement and Plan of Merger (Cambridge Bancorp), Form of Voting Agreement (CNB Financial Corp/Pa)

Term of Agreement; Termination. Subject to Section 13(e11(e), the term of this Agreement shall commence on the date hereof and such term, term and this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate upon the earlier earliest to occur of (i) the Effective Time (as defined in the Merger Agreement)Time, and (ii) the date on which the Merger Agreement is terminated in accordance with its terms, (iii) the date on which the Voting Agreement and Irrevocable Proxy dated as of the date hereof between Parent and the Buyer is terminated, or (iv) January 31, 2001. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDEDprovided, that such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

Appears in 2 contracts

Samples: Voting Agreement and Irrevocable Proxy (Idx Systems Corp), Voting Agreement and Irrevocable Proxy (Allscripts Inc /Il)

Term of Agreement; Termination. Subject to Section 13(e), the The term of this Agreement shall commence on the date hereof hereof. This Agreement may be terminated at any time prior to consummation of the transactions contemplated by the Merger Agreement by the mutual written agreement of the parties hereto, and such term, this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate be automatically terminated upon the earlier to occur of (ia) the Effective Time Time, (as defined in b) termination of the Merger Agreement), and or (iic) two (2) years from the date on which the Merger Agreement is terminated in accordance with its termshereof. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDEDprovided, however, that such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Smartfinancial Inc.), Agreement and Plan of Merger (Smartfinancial Inc.)

Term of Agreement; Termination. Subject to Section 13(e10(e), the term of this Agreement shall commence on the date hereof and such term, term and this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate upon the earlier earliest to occur of (i) the Effective Time (as defined in the Merger Agreement)Time, and (ii) the date on which the Merger Agreement is terminated in accordance with its termsterms or (iii) the date on which the Voting Agreement and Irrevocable Proxy dated as of the date hereof between the Buyer and Pequot Private Equity Fund II, L.P. is terminated. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDEDprovided, that such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

Appears in 2 contracts

Samples: Voting Agreement and Irrevocable Proxy (Allscripts Inc /Il), Voting Agreement and Irrevocable Proxy (Idx Systems Corp)

Term of Agreement; Termination. Subject to Section 13(e), the The term of this Agreement shall commence on the date hereof hereof, and such term, term and this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate upon the earlier earliest to occur of (i) the Effective Time (as defined in the Merger Agreement), and Time; (ii) the date on which the Merger Agreement is terminated in accordance with its terms; and (iii) September 30, 2000, provided however that such date shall be automatically extended to November 15, 2000 in the event that such date is automatically extended pursuant to Section 7.1(b)(i) of the Merger Agreement. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDEDprovided, however, that such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

Appears in 2 contracts

Samples: Stockholders Agreement (Hadco Corp), Stockholders Agreement (Irvine Horace H Ii)

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Term of Agreement; Termination. Subject to Section 13(e12(e), the term ------------------------------ of this Agreement shall commence on the date hereof hereof, and such term, the term of this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate upon the earlier to occur of (i) the Effective Time (as defined in the Merger Agreement), and ) or (ii) the date on which the Merger Agreement is terminated in accordance with its terms. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDEDprovided, that such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

Appears in 1 contract

Samples: Investor Agreement (Telaxis Communications Corp)

Term of Agreement; Termination. Subject to Section 13(e), the term of this Agreement shall commence on the date hereof and such term, this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate upon the earlier to occur of (i) the Effective Time (as defined in the Merger Agreement), and (ii) the date on which the Merger Agreement is terminated in and pursuant to accordance with its terms. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDED, that such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

Appears in 1 contract

Samples: Voting Agreement (Brooks Automation Inc)

Term of Agreement; Termination. Subject to Section 13(e12(e), the term of ------------------------------- this Agreement shall commence on the date hereof hereof, and such term, the term of this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate upon the earlier to occur of (i) the Effective Time (as defined in the Merger Agreement), and ) or (ii) the date on which the Merger Agreement is terminated in accordance with its terms. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDEDprovided, that such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

Appears in 1 contract

Samples: Investor Agreement (Telaxis Communications Corp)

Term of Agreement; Termination. Subject to Section 13(e), the term of this Agreement shall commence on the date hereof and such term, this Agreement and the proxy(ies) granted in and pursuant to Section 2 hereof shall terminate upon the earlier to occur of (iof(i) the Effective Time (as defined in the Merger Agreement), and (ii) the date on which the Merger Agreement is terminated in accordance with its terms. Upon such termination, no party shall have any further obligations or liabilities hereunder; PROVIDED, that such termination shall not relieve any party from liability for any breach of this Agreement prior to such termination.

Appears in 1 contract

Samples: Voting Agreement (Brooks Automation Inc)

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