Termination of the Stock Purchase Agreement Sample Clauses

Termination of the Stock Purchase Agreement. XO and the Potential Investors mutually agree that upon the Effective Date, the Stock Purchase Agreement shall be deemed to have been terminated in its entirety pursuant to Section 6.1(a) thereof as of September 16, 2002, with no further rights, duties, obligations or liabilities under it to survive, and the Termination Notice shall in that event be deemed withdrawn nunc pro tunc and of no force and effect. In the event the Stock Purchase Agreement is terminated under this Section 11, (i) the Potential Investors shall be entitled to retain any and all amounts reimbursed to them as expense reimbursement under the Stock Purchase Agreement and XO's obligations to reimburse any Potential Investor for any further fees and expenses not theretofore paid to them under the Stock Purchase Agreement shall terminate upon such termination of the Stock Purchase Agreement, (ii) XO will not challenge or support or encourage any challenge to the Potential Investors' rights to retain any and all amounts paid to them or on their behalf by XO under the Stock Purchase Agreement and (iii) XO acknowledges and agrees that any and all amounts reimbursed to the Potential Investors under the Stock Purchase Agreement were within the scope and contemplation of that agreement and were proper and reasonable, and XO hereby irrevocably, unconditionally and forever waives and releases any and all rights, if any, it has or may have to recoup any amounts reimbursed to the Potential Investors under the Stock Purchase Agreement.
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Termination of the Stock Purchase Agreement. The Stock Purchase Agreement shall be deemed terminated as of the Effective Date. As terminated, from and after the Effective Date each Party shall no longer have any of the duties and obligations ascribed in the Stock Purchase Agreement, including (but not limited to):
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Termination of the Stock Purchase Agreement. B&L and InSite hereby mutually agree that notwithstanding anything to the contrary contained in the Stock Purchase Agreement, the Stock Purchase Agreement is hereby canceled, discharged and terminated, without further obligation of either party, and shall be null and void without further force and effect, and B&L agrees to forfeit all rights and interests in and to the shares of Preferred Stock held by it and to return such shares to InSite for cancellation in accordance with the Asset Purchase Agreement.
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Termination of the Stock Purchase Agreement. 15.1 The parties hereto further agree that the PURCHASER may only terminate this Stock Purchase Agreement, without stating any cause, only on the same date on which it notifies DUVAZ in writing of its decision not to exercise the option prior to the expiry of the term of sixty (60) months stipulated in the Option Agreement, provided that the PURCHASER has paid at least the amount of US$3,000,000 (Three Million US Dollars) on account of the purchase price. In the event that the PURCHASER fails to pay the amount specified in the foregoing paragraph, it may terminate this Stock Purchase Agreement at the time it notifies DUVAZ in writing of its decision not to exercise the option prior to the expiry of the term of sixty (60) months established in the Option Agreement, paying an amount sufficient to complete the sum of US$3,000,000 (Three Million US Dollars). The obligation to pay the minimum amount of US$3,000,000 (Three Million US Dollars) shall not apply if, upon expiry of a period of ninety (90) days after the execution of the notarially recorded instrument originated by the Option Agreement, it was not possible to register the Option Agreement in each one of the respective filing entries of the mining rights described in Exhibit A to the Master Agreement, with the exception of (i) of the mining concession “Calabaza” found under a co-ownership system as detailed in Point 5.1 of the Option Agreement , and (ii) mining concessions “Grancero”, “Lola” and “Pobre Diablo” that are owned by the mining companies of limited responsibility detailed in Points 5.2 to 5.4 of the Option Agreement; 66 The obligation to pay the minimum amount of US$3,000,000 (Three Million US Dollars) shall not apply if, upon expiry of a period of ninety (90) days after the execution of the notarially recorded instrument originated by the Option Agreement, the Company B property right of on the mining concessions detailed in Exhibit B to the Master Agreement was not registered in each one of the filing entries, with the exception of (i) the mining concessions named “Xxxxxxx” and “Xxxxx” owned by the mining companies of limited responsibility listed in Points 6.1 and 6.2 hereof; and (ii) mining concessions named “Xxxxx Xxxxxx” and “La Demócrata” which are under a co-ownership system, as detailed in Points 6.3 and 6.4 hereof;
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Related to Termination of the Stock Purchase Agreement

  • Stock Purchase Agreement (a) Purchaser understands and agrees that the conversion of the Note into equity securities of the Company may require such Purchaser’s execution of certain agreements (in form reasonably agreeable to a majority in interest of the Purchasers) relating to the purchase and sale of such securities as well as registration, information and voting rights, if any, relating to such equity securities.

  • The Purchase Agreement This Agreement has been duly authorized, executed and delivered by the Company and the Guarantors.

  • Termination of the Escrow Agreement This Agreement, except for Sections 7 and 11 hereof, which shall continue in effect, shall terminate upon written notice from the Company to the Escrow Agent. Unless otherwise provided, final termination of this Agreement shall occur on the date that all funds held in the Escrow Account are distributed either (a) to the Company or to subscribers and the Company has informed the Escrow Agent in writing to close the Escrow Account or (b) to a successor escrow agent upon written instructions from the Company.

  • Terms of the Purchase Agreement The terms of the Purchase Agreement, including but not limited to Assignor's representations, warranties, covenants, agreements and indemnities relating to the Assumed Liabilities, are incorporated herein by this reference. Assignor acknowledges and agrees that the representations, warranties, covenants, agreements and indemnities contained in the Purchase Agreement shall not be superseded hereby but shall remain in full force and effect to the full extent provided therein. In the event of any conflict or inconsistency between the terms of the Purchase Agreement and the terms hereof, the terms of the Purchase Agreement shall govern.

  • Founder’s Purchase Agreement The Founder’s Purchase Agreement has been duly authorized, executed and delivered by the Company and the Sponsor, and is a valid and binding agreement of the Company and the Sponsor, enforceable against the Company and the Sponsor in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

  • Agreement to Sell and Purchase the Shares At the Closing (as defined in Section 3), the Company will sell to the Purchaser, and the Purchaser will buy from the Company, upon the terms and conditions hereinafter set forth, the number of Shares (at the purchase price) shown below:

  • Stock Purchase On and subject to the terms and conditions set forth in this Agreement, on the Closing Date, the Purchaser shall purchase from each Seller, and each Seller shall sell and transfer to the Purchaser, all of the shares of Common Stock owned by such Seller as such ownership is set forth on the Schedule of Stockholders attached hereto, free and clear of any Liens.

  • Repurchase by Agreement The Trust may repurchase Shares directly, or through the Distributor or another agent designated for the purpose, by agreement with the owner thereof at a price not exceeding the Net Asset Value per Share determined as of the time when the purchase or contract of purchase is made or the Net Asset Value as of any time which may be later determined, provided payment is not made for the Shares prior to the time as of which such Net Asset Value is determined.

  • Share Purchase Agreement 33- --------------------------------------------------------------------------------

  • Repurchase Agreements With respect to all agreements pursuant to which the Company or any of its Subsidiaries has purchased securities subject to an agreement to resell, if any, the Company or any of its Subsidiaries, as the case may be, has a valid, perfected first lien or security interest in the government securities or other collateral securing the repurchase agreement, and, as of the date hereof, the value of such collateral equals or exceeds the amount of the debt secured thereby.

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