Termination of the Business Combination Agreement Sample Clauses

Termination of the Business Combination Agreement. Notwithstanding anything to the contrary contained herein, in the event that the Business Combination Agreement is terminated in accordance with its terms prior to the Share Acquisition Closing, this Agreement and all rights and obligations of the Parties hereunder shall automatically terminate and be of no further force or effect.
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Termination of the Business Combination Agreement. In the event the Business Combination Agreement is terminated prior to the consummation of the deSPAC Transaction, the Lender shall be issued equity interests in Parent equal to [ ]% of the equity ownership of Parent.
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Termination of the Business Combination Agreement. Notwithstanding anything to the contrary contained in the Business Combination Agreement and except as otherwise provided herein, effective immediately, (a) the Business Combination Agreement is hereby terminated, and the transactions contemplated thereby are hereby abandoned, and (b) none of the Contracting Parties or any of their respective Affiliates or representatives, shall have any further liability or obligation under the Business Combination Agreement; provided, however, that notwithstanding the foregoing, (i) the agreements contained in Section 9.9(a), Section 9.10, Section 13.2 and Article XIV (Miscellaneous) of the Business Combination Agreement, (ii) any corresponding definitions to the foregoing clause (i) set forth in Section 1.1 of the Business Combination Agreement and (iii) the Confidentiality Agreement shall each survive the termination of the Business Combination Agreement and continue in full force and effect in accordance with their respective terms; provided, further, that Article XIV (Miscellaneous) of the Business Combination Agreement shall only survive the termination of the Business Combination Agreement pursuant to the preceding proviso to the extent such Article is incorporated by reference in this Agreement pursuant to Section 4 below or otherwise applicable to the Confidentiality Agreement.
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Termination of the Business Combination Agreement. The Parties hereby agree (i) to terminate the Business Combination Agreement pursuant to Section 10.1(a) of the Business Combination Agreement by mutual consent of the Parties effective as of the Effective Date and (ii) that pursuant to Section 10.02 of the Business Combination Agreement, the Business Combination Agreement shall become void, and there shall be no Liability or obligation under the Business Combination Agreement on the part of any Party, except as set forth in Section 8.03(a), Section 8.03(b), Section 10.02 or Article XI of the Business Combination Agreement, and any corresponding definitions set forth in Article I of the Business Combination Agreement, which shall all survive the termination and remain valid and binding obligations of the Parties.
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Termination of the Business Combination Agreement. The Business Combination Agreement is hereby terminated, effective as of the Termination Date (the “Business Combination Agreement Termination”).
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Termination of the Business Combination Agreement 
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Related to Termination of the Business Combination Agreement

  • Failure to Consummate a Business Combination; Trust Account Waiver (a) The Sponsor and each Insider hereby agree, with respect to itself, herself or himself, that in the event that the Company fails to consummate its initial Business Combination within the time period set forth in the Charter, the Sponsor and each Insider shall take all reasonable steps to cause the Company to (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but not more than 10 business days thereafter, redeem 100% of the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously release to the Company to pay income taxes (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding Public Shares, which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining shareholders and the Board, liquidate and dissolve, subject in the case of clauses (ii) and (iii) to the Company’s obligations under Cayman Islands law to provide for claims of creditors and in all cases subject to the other requirements of applicable law. The Sponsor and each Insider agree not to propose any amendment to the Charter (i) that would modify the substance or timing of the Company’s obligation to provide holders of the Public Shares the right to have their shares redeemed in connection with an initial Business Combination or to redeem 100% of the Public Shares if the Company does not complete an initial Business Combination within the required time period set forth in the Charter or (ii) with respect to any provision relating to the rights of holders of Public Shares unless the Company provides its Public Shareholders with the opportunity to redeem their Public Shares upon approval of any such amendment at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay taxes, if any, divided by the number of then-outstanding Public Shares.

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