Amendments; Termination. Any provision of this Agreement may be amended or waived if, and only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier to occur of the consummation of the Merger and the date which is 18 months after the date hereof.
Appears in 20 contracts
Samples: Stockholder Agreement (Oscar Acquisition Corp), Stockholder Agreement (Oscar Acquisition Corp), Stockholder Agreement (Oscar Acquisition Corp)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of the consummation termination of the Merger and the date which is 18 months after the date hereofAgreement in accordance with its terms.
Appears in 15 contracts
Samples: Stockholder Agreement (SS&C Technologies Holdings Inc), Voting Agreement (Multilink Technology Corp), Stockholders' Agreement (Ascent Energy Inc)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of the consummation Effective Time or the termination or expiration of the Merger and the date which is 18 months after the date hereofSupport Period; provided, however, that no termination of this Agreement shall relieve any party hereto from any liability for any breach of any provision of this Agreement prior to such termination.
Appears in 12 contracts
Samples: Merger Agreement (Responsys Inc), Tender and Support Agreement (JHH Capital, LLC), Tender and Support Agreement (JHH Capital, LLC)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur termination of the consummation Support Period; provided, however, that no termination of the Merger and the date which is 18 months after the date hereofthis Agreement shall relieve any party hereto from any liability for any breach of any provision of this Agreement prior to such termination.
Appears in 9 contracts
Samples: Merger Agreement (CERNER Corp), Tender and Support Agreement (AutoWeb, Inc.), Tender and Support Agreement
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier to occur of (i) the consummation Effective Time and (ii) the date of termination of the Merger and the date which is 18 months after the date hereofAgreement in accordance with its terms; provided that this Article 4 shall survive any such termination.
Appears in 8 contracts
Samples: Stockholder Agreement (Neiman Marcus, Inc.), Stockholder Agreement (Neiman Marcus Group Inc), Stockholder Agreement (Neiman Marcus Group Inc)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or or, waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or or, in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of (a) the termination of the consummation of Acquisition Agreement in accordance with its terms or (b) the Merger and the date which is 18 months after the date hereofEffective Time.
Appears in 5 contracts
Samples: Stockholder Agreement (Fargo Electronics Inc), Stockholder Agreement (Zebra Technologies Corp/De), Stockholder Agreement (Fargo Electronics Inc)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier to occur date of termination of the consummation of the Merger and the date which is 18 months after the date hereofTransaction Agreement in accordance with its terms.
Appears in 5 contracts
Samples: Voting Agreement (Farbman Eileen), Voting Agreement (Verizon Communications Inc), Voting Agreement (Price Steven)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier to occur death of the consummation of the Merger and the date which is 18 months after the date hereofXxxxxx Xxxxx.
Appears in 4 contracts
Samples: Voting Agreement (Price Robert /Ny), Voting Agreement (Price Robert /Ny), Voting Agreement (Farbman Eileen)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of (i) the consummation Effective Time of the Merger and (ii) the date which is 18 months after termination of the date Merger Agreement, and all rights or obligations of the parties under this Agreement shall immediately terminate, except as provided in Section 5.13 hereof.
Appears in 4 contracts
Samples: Support Agreement (Logicvision Inc), Support Agreement (Omnireliant Holdings, Inc.), Support Agreement (Valley Ventures II, L.P.)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement and the Purchasers or in the case of a waiver, by the party against whom the waiver is to be effectiveeffective and the Purchasers. This Agreement shall terminate on upon the earlier to occur of (i) the termination of the consummation Purchase Agreement in accordance with its terms and (ii) the occurrence of the Merger and the date which is 18 months after the date hereofStockholder Vote.
Appears in 4 contracts
Samples: Voting Agreement (Chleboski Richard G), Voting Agreement (Evergreen Solar Inc), Voting Agreement (Shaw Robert W Jr)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier later to occur of the consummation termination of the Merger and the date which is 18 months after the date hereofAgreement in accordance with its terms or April 1, 1999.
Appears in 4 contracts
Samples: Shareholder Agreement (Berg Electronics Corp /De/), Stockholders Agreement (Berg Acquisition Co), Stockholders Agreement (Muse John R)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier to occur and be of no further force or effect whatsoever as of the consummation earliest of (a) the Effective Time or (b) the termination of the Merger and the date which is 18 months after the date hereofAgreement in accordance with its terms.
Appears in 3 contracts
Samples: Merger Agreement (PAETEC Holding Corp.), Merger Agreement (Xeta Technologies Inc), Voting Agreement (Siegenthaler Ronald L)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of the consummation termination of the Merger and the date which is 18 months after the date hereofAgreement.
Appears in 3 contracts
Samples: Merger Agreement (Cnet Networks Inc), Voting and Support Agreement (Barra Inc /Ca), Voting and Support Agreement (Morgan Stanley)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier to occur of (i) the consummation Effective Time and (ii) the date of termination of the Merger Agreement in accordance with its terms; provided that Article II and the date which is 18 months after the date hereofthis Article V shall survive any such termination.
Appears in 3 contracts
Samples: Stockholders Agreement (Freeze Group Holding Corp.), Stockholders Agreement (Freeze Group Holding Corp.), Stockholders Agreement (Freeze Group Holding Corp.)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier to occur of the consummation upon Closing or termination of the Merger and the date which is 18 months after the date hereofAgreement.
Appears in 3 contracts
Samples: Merger Agreement (First Federal Bancshares of Arkansas Inc), Irrevocable Proxy and Voting Agreement (First Federal Bancshares of Arkansas Inc), Irrevocable Proxy and Voting Agreement (First Federal Bancshares of Arkansas Inc)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall automatically terminate on upon the earlier to occur Expiration Time. Upon termination, all rights and obligations of the consummation of the Merger parties hereto, and the date which is 18 months after the date hereofunder any agreement contemplated hereby, will automatically terminate and become void without further action by any party.
Appears in 3 contracts
Samples: Stockholders Agreement (Bioveris Corp), Stockholders Agreement (Roche Holding LTD), Stockholders Agreement (Bioveris Corp)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or or, waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or or, in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of the consummation termination of the Merger and Agreement in accordance with its terms; provided, however, that in such case Article 5 hereof shall survive the date which is 18 months after the date hereoftermination of this Agreement in its entirety.
Appears in 3 contracts
Samples: Shareholder Agreement (American Medical Systems Holdings Inc), Shareholder Agreement (American Medical Systems Holdings Inc), Shareholder Agreement (Laserscope)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of the consummation Effective Time and the termination of the Merger and the date which is 18 months after the date hereofAgreement in accordance with its terms.
Appears in 3 contracts
Samples: Voting Agreement (Netiq Corp), Voting Agreement (Netiq Corp), Voting Agreement (Webtrends Corp)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or or, in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of (x) the consummation of the Merger and (y) the date which is 18 months after termination of the date hereofMerger Agreement in accordance with its terms.
Appears in 2 contracts
Samples: Shareholder Agreement (Freedman David), Shareholder Agreement (Eppendorf INC)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall automatically terminate on the earlier to occur of (i) the consummation Effective Time and (ii) the termination of the Merger and the date which is 18 months after the date hereofAgreement.
Appears in 2 contracts
Samples: Voting Agreement (Shire Pharmaceuticals Group PLC), Voting Agreement (Warburg Pincus Equity Partners Lp)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of the consummation termination of the Merger Agreement, and all rights or obligations of the date which is 18 months after the date parties under this Agreement shall immediately terminate, except as provided in Section 5.11 hereof.
Appears in 2 contracts
Samples: Voting Agreement (Mercantile Bankshares Corp), Voting Agreement (Mercantile Bankshares Corp)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of the consummation of the Merger and the date which is 18 months after the date hereofTermination Date.
Appears in 2 contracts
Samples: Voting Agreement (Pharsight Corp), Voting Agreement (Agile Software Corp)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on continue in full force and effect until such date that is six months following the earlier to occur Effective Date upon which date all rights and obligations of the consummation of the Merger and the date which is 18 months after the date parties under this Agreement shall immediately terminate, except as provided in Section 5.12 hereof.
Appears in 2 contracts
Samples: Voting Agreement (Jupiter Wellness, Inc.), Voting Agreement (Ammo, Inc.)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Notwithstanding anything contained herein to the contrary, this Agreement shall terminate on the earlier may be terminated with respect to occur of the consummation of the Merger and the date which is 18 months after the date hereofany Subject Party at any time by Franklin by notice given to such Subject Party as provided in Section 2.7.
Appears in 2 contracts
Samples: Irrevocable Proxy Agreement (Franklin Martin E), Irrevocable Proxy Agreement (Franklin Martin E)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier to occur of the consummation of the Merger and the date which is 18 months after the date hereof.
Appears in 2 contracts
Samples: Voting Agreement (Roundball LLC), Voting Agreement (Hickok Inc)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of (i) the consummation termination of the Merger Agreement in accordance with its terms and (ii) the date which is 18 months after the date hereofEffective Time.
Appears in 2 contracts
Samples: Merger Agreement (Ade Corp), Merger Agreement (Kla Tencor Corp)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or or, in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur earliest of (a) the consummation Effective Time and (b) termination of the Merger Agreement in accordance with its terms, and all rights or obligations of the date which is 18 months after the date parties under this Agreement shall immediately terminate, except as provided in Section 5.11 hereof.
Appears in 2 contracts
Samples: Merger Agreement (Xenith Bankshares, Inc.), Voting Agreement (Xenith Bankshares, Inc.)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur termination of the consummation Acquisition Agreement, and all rights or obligations of the Merger and the date which is 18 months after the date parties under this Agreement shall immediately terminate, except as provided in Section 5.12 hereof.
Appears in 1 contract
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of the consummation (i)completion of the Merger and Second Closing (as defined in the date which is 18 months after Securities Purchase Agreement) or (ii)the Termination Date (as defined in the date hereofSecurities Purchase Agreement).
Appears in 1 contract
Samples: Voting and Irrevocable Proxy Agreement (Robeck Stephen P)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of (i) the consummation Effective Time, (ii) the termination of the Merger Agreement in accordance with its terms, and (iii) the mutual agreement of Parent and the date which is 18 months after the date hereofStockholder.
Appears in 1 contract
Samples: Voting Agreement (Phase Forward Inc)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier to occur of (i) the consummation Effective Time and (ii) the date of termination of the Merger and the date which is 18 months after the date hereofAgreement in accordance with its terms; provided that Article 5 shall survive any such termination.
Appears in 1 contract
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall automatically terminate on and be of no further force or effect upon the earlier to occur of the consummation of the Merger and the date which is 18 months after the date hereofExpiration Time.
Appears in 1 contract
Samples: Voting Agreement (Uniti Group Inc.)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Notwithstanding anything contained herein to the contrary, this Agreement shall terminate on the earlier may be terminated with respect to occur of the consummation of the Merger and the date which is 18 months after the date hereofany Subject Party at any time by Xxxxxxxxx by notice given to such Subject Party as provided in Section 2.7.
Appears in 1 contract
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of (i) the termination of the consummation of Transaction Agreement in accordance with its terms and (ii) 11:59 pm, eastern time, on November 14, 2009 (either occurrence, the Merger and the date which is 18 months after the date hereof“Termination”).
Appears in 1 contract
Samples: Share Purchase Agreement (Prospect Acquisition Corp)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of the consummation (i) termination of the Merger Funding Agreement in accordance with its terms and (ii) the date which is 18 months after occurrence of the date hereofStockholder Vote.
Appears in 1 contract
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of the consummation (i) completion of the Merger and Second Closing (as defined in the date which is 18 months after Securities Purchase Agreement) or (ii) the date hereofTermination Date (as defined in the Securities Purchase Agreement).
Appears in 1 contract
Samples: Voting and Irrevocable Proxy Agreement (Crown Acquisition Partners LLC)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of (i) the termination of the consummation of Transaction Agreement in accordance with its terms and (ii) 11:59 pm, eastern time, on October 31, 2009 (either occurrence, the Merger and the date which is 18 months after the date hereof“Termination”).
Appears in 1 contract
Samples: Share Purchase Agreement (Hicks Acquisition CO I Inc.)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall automatically terminate on upon the earlier to occur of the consummation of the Merger and the date which is 18 months after the date hereof.Expiration
Appears in 1 contract
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of the consummation Effective Time or the termination of the Merger and the date which is 18 months after the date hereofAgreement in accordance with its terms.
Appears in 1 contract
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on upon the earlier to occur of: (a) termination of the consummation of Transaction Agreement in accordance with its terms and (b) January 31, 2010 if the Merger and the date which is 18 months after the date hereofnot legally effective by such date.
Appears in 1 contract
Samples: Voting Agreement (Partnerre LTD)
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier to occur upon Closing or termination of the consummation of the Merger and the date which is 18 months after the date hereofPurchase Agreement.
Appears in 1 contract
Amendments; Termination. Any provision of this Agreement may be amended or waived if, and but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement Agreement, other than Sections 4.06 and this Article 5, shall terminate on upon the earlier to occur of the consummation termination of the Merger and the date which is 18 months after the date hereofAgreement in accordance with its terms.
Appears in 1 contract