Conditions not satisfied. Without prejudice to Clause 2.3, if any of the Conditions shall not have been fulfilled in accordance with the terms hereof on or before the date or time specified therefor without any subsequent extension of time or waiver or modification in accordance with the terms hereof, this Agreement shall terminate with immediate effect and the provisions of Clause 11.2 shall apply.
Conditions not satisfied. If settlement of the Share Exchange Offer does not occur on or before [·] 2013 (or such later date as the Parties may agree) this Agreement shall lapse and be of no further force and effect and no party shall have any claim hereunder against any other party.
Conditions not satisfied. In the event that the requirements of Sections 15.1(a), 15.1(b), 15.1(c) and 15.1(d) have not been waived or met on or before October 31, 2003, either Party shall have the right to give written notice of termination of the Agreement, and upon delivery of such notice, this Agreement shall terminate and neither Party shall have any rights or obligations hereunder, all to the same effect as if the Parties had never entered into this Agreement.
Conditions not satisfied. (1) Buyer may terminate this Agreement if any of the conditions in Section 8.1 have not been satisfied as of the Closing ----------- Date or if satisfaction of such a condition is or becomes impossible (other than through the failure of Buyer to comply with its obligations under this Agreement) and Buyer has not waived such condition at or prior to the Closing.
(2) Sellers may terminate this Agreement if any of the conditions in Section 8.2 have not been satisfied as of the Closing ----------- Date or if satisfaction of such a condition is or becomes impossible (other than through the failure of the Company or Sellers to comply with their obligations under this Agreement) and Sellers have not waived such condition at or prior to the Closing.
Conditions not satisfied. (1) Imagine may terminate this Agreement if any of the conditions in Section 7.1 have not been satisfied as of the Closing Date or if satisfaction of such a condition is or becomes impossible (other than through the failure of Imagine to comply with its obligations under this Agreement) and Imagine has not waived such condition at or prior to the Closing.
(2) The Riverside Parties (by their unanimous vote) may terminate this Agreement if any of the conditions in Section 7.2 have not been satisfied as of the Closing Date or if satisfaction of such a condition is or becomes impossible (other than through the failure of any of the Riverside Parties to comply with their obligations under this Agreement) and such condition has not been waived at or prior to the Closing.
Conditions not satisfied. (1) Loraca may terminate this Agreement if any of the conditions in Section 8.1 have not been satisfied as of the Closing Date or if satisfaction of such a condition is or becomes impossible (other than through the failure of Loraca to comply with its obligations under this Agreement) and Loraca has not waived such condition at or prior to the Closing.
(2) Shareholders may terminate this Agreement if any of the conditions in Section 8.2 have not been satisfied as of the Closing Date or if satisfaction of such a condition is or becomes impossible (other than through the failure of the Shareholders to comply with their obligations under this Agreement) and Shareholders have not waived such condition at or prior to the Closing.
Conditions not satisfied. (a) If all of the Conditions are not satisfied or waived by the Cut-Off Date, Service Provider may terminate this Agreement at any time by written notice to User.
(b) Upon termination by Service Provider, each Party will be freed and discharged from all further obligations and liabilities under this Agreement other than under clause 28 but without prejudice to any rights, remedies, obligations and liabilities in respect of this Agreement arising prior to termination.
Conditions not satisfied. If any Condition is not satisfied or waived by the applicable due date, or in the case of the Conditions in clause 4.1(b) if at any time prior to Completion of the Rail Network Transfer either of those Conditions is no longer satisfied, (and the breach of the Condition has not been waived), then either the Crown or Tranz Rail (in respect of the Condition in clause 4.1(a)) or the Crown (in respect of the Conditions in clauses 4.1(b), (c) or (d)) may (if it has complied with its obligations under clause 4.4) terminate this Agreement by 24 hours notice in writing to the other party. Notwithstanding the foregoing, Toll shall not be entitled to terminate this Agreement in respect of the Condition in clause 4.1(a) if Toll holds or controls 90% or more of the voting rights in TRH.
Conditions not satisfied. If any of the Conditions (which has not previously been waived by the Purchaser in accordance with Clause 4.4) has not been fulfilled on or before the Longstop Date, or if all Conditions have been satisfied or waived (as the case may be) on or before the Longstop Date but any of them become(s) unsatisfied during the period pending Completion (which is/are not then waived by the Purchaser in accordance with Clause 4.4), this Agreement shall be automatically terminated on the Longstop Date or (as the case may be) the relevant date on which any Condition(s) become(s) unsatisfied subsequent to the Longstop Date (in either event the provisions of Clause 9 shall apply).
Conditions not satisfied. If any of the Conditions (which have not previously been waived by Party A) is not satisfied to the satisfaction of Party A, Party A shall not be obliged to make any of the Services available to Merchant.