Conditions Permitting Termination. Subject to the provisions of Article 3 relating to the postponement of the Closing Date, either party may on or prior to the Closing Date terminate this Agreement by written notice to the other, without liability to the other, if any bona fide action or proceeding shall be pending against either party on the Closing Date that could result in an unfavorable judgment, decree or order that would prevent or make unlawful the carrying out of this Agreement.
Appears in 7 contracts
Samples: Asset Purchase Agreement (B2Digital, Inc.), Nordic Lites Asset Purchase Agreement (Dynatec International Inc), Cinemaworks Asset Purchase Agreement (Chequemate International Inc)
Conditions Permitting Termination. Subject to the provisions of Article 3 relating to the postponement of the Closing Date, either Either party may on or prior to the Closing Date terminate this Agreement by written notice to the other, without liability to the other, if any bona fide action or proceeding shall be pending against either party on the Closing Date that could result in an unfavorable judgment, decree or order that would prevent or make unlawful the carrying out of this Agreement.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Proxymed Inc /Ft Lauderdale/), Asset Purchase Agreement (New York Regional Rail Corp), Asset Purchase Agreement (Proxymed Inc /Ft Lauderdale/)
Conditions Permitting Termination. Subject to the provisions of Article 3 2 relating to the postponement of the Closing Date, either party may on or prior to the Closing Date terminate this Agreement by written notice to the other, without liability to the other, if any bona fide action or proceeding shall be pending against either party on the Closing Date that could result in an unfavorable judgment, decree or order that would prevent or make unlawful the carrying out of this Agreement.
Appears in 2 contracts
Samples: United Business Services Asset Purchase Agreement (Chequemate International Inc), Business Services Asset Purchase Agreement (Chequemate International Inc)
Conditions Permitting Termination. Subject to the provisions of Article 3 relating to the postponement of the Closing Date, either party may on or prior to the Closing Date terminate this Agreement by written notice to the other, without liability to the other, if any bona fide action or proceeding shall be pending against either party on the Closing Date that could result in an unfavorable judgment, decree or order that would prevent or make unlawful the carrying out of this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Proxymed Inc /Ft Lauderdale/), Asset Purchase Agreement (Proxymed Inc /Ft Lauderdale/)
Conditions Permitting Termination. Subject to the provisions of Article 3 relating to the postponement of the Closing Datedate of Closing, either party may on or prior to terminate the Closing Date terminate this Agreement by written notice to the other, without liability to the other, if any bona fide action or proceeding shall be pending against either party on the Closing Date that could result in an unfavorable judgment, decree or order that would prevent or make unlawful the carrying out of this the Agreement.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Proxymed Inc /Ft Lauderdale/), Agreement and Plan of Merger (Proxymed Inc /Ft Lauderdale/)
Conditions Permitting Termination. Subject to the provisions of Article 3 relating to the postponement of the Closing Date, either any party to this Agreement may on or prior to the Closing Date terminate this Agreement as to it by written notice to the otherothers, without liability to the otherothers, if any bona fide action or proceeding shall be pending against either any party on the Closing Date that could result in an unfavorable judgment, decree or order that would prevent or make unlawful the carrying out of this Agreement.
Appears in 1 contract
Conditions Permitting Termination. Subject to the provisions of Article 3 --------------------------------- relating to the postponement of the Closing Date, either party may on or prior to the Closing Date terminate this Agreement by written notice to the other, without liability to the other, if any bona fide action or proceeding shall be pending against either party on the Closing Date that could result in an unfavorable judgment, decree or order that would prevent or make unlawful the carrying out of this Agreement.
Appears in 1 contract
Samples: Cinemaworks Asset Purchase Agreement (Cinema Internet Networks Inc)
Conditions Permitting Termination. Subject to the provisions of Article 3 relating to the postponement of the Closing Date, either party may on or prior to the Closing Date terminate this Agreement by written notice to the other, without liability to the other, if (i) any condition to the obligations of such party as described in Article 9 or Article 10 hereof, as the case may be, has not been satisfied as of the Closing Date, or (ii) any bona fide action or proceeding shall be pending against either party on the Closing Date that could result in an unfavorable judgment, decree or order that would prevent or make unlawful the carrying out of this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Proxymed Inc /Ft Lauderdale/)
Conditions Permitting Termination. Subject to the provisions of Article 3 relating to the postponement of the Closing Dateand Article 20.2, either party may on or prior to the Closing Date terminate this Agreement by written notice to the other, without liability to the other, if any bona fide action or proceeding shall be pending against either party on the Closing Date that could result in an unfavorable judgment, decree or order that would prevent or make unlawful the carrying out of this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Proxymed Inc /Ft Lauderdale/)
Conditions Permitting Termination. Subject to the provisions of Article ARTICLE 3 relating to the postponement of the Closing Date, either party may on or prior to the Closing Date terminate this Agreement by written notice to the other, without liability to the other, if any bona fide action or proceeding shall be pending against either party on the Closing Date that could result in an unfavorable a materially adverse judgment, decree or order that would prevent or make unlawful the carrying out of this Agreement.
Appears in 1 contract
