Common use of General Termination Clause in Contracts

General Termination. (a) Subject to Clauses 27.1(b) and 27.1(c) ‎below, this Agreement shall terminate and cease to have effect immediately upon: (i) the occurrence of the Long Stop Date prior to the Restructuring Effective Date; (ii) the date on which a law, regulation, order or decision of any competent governmental or regulatory authority first comes into effect restraining, enjoining or otherwise prohibiting the completion or the implementation of the Restructuring; (iii) the occurrence of an Insolvency Event; or (iv) the occurrence of any Enforcement Action in relation to either of the Original Obligors, including, without limitation, any Enforcement Action taken by any Non Consenting Bareboat Owner or Non Consenting Charterparty Owner (provided that in relation to any Enforcement Action take by a Non Consenting Bareboat Owner or Non Consenting Charterparty Owner such action has not ceased, been withdrawn, dismissed or terminated within 14 days of such arrest action being commenced). (b) This Agreement may be terminated by the: (i) Majority Lender Parties or all of the Instructing Charterparties upon written notice to the other Parties at any time if such Majority Lender Parties or Instructing Charterparties reasonably consider a Material Adverse Effect to have occurred as a result of events or circumstances arising after the Signing Date; (ii) Majority Lender Parties and all of the Instructing Charterparties upon termination, invalidity, unenforceability or breach by any Party of any material clause in the Agreement provided that the Majority Lender Parties or all of the Instructing Charterparties may terminate this Agreement if such termination, invalidity, unenforceability or breaches relates to the Share Issuance; (iii) Majority Lender Parties or all of the Instructing Charterparties upon the material breach by any Undertaking Party of the terms of a relevant Irrevocable Undertaking; (iv) Majority Lender Parties or all of the Instructing Charterparties upon written notice to the other Parties at any time after a breach of the General Undertakings by an Original Obligor; and (v) Majority Lender Parties or all of the Instructing Charterparties upon written notice to the other Parties in the event of a breach of the Conditions. (c) Termination of this Agreement will not affect any Party’s accrued rights and obligations as at the Termination Date. Each Party’s future rights and obligations under this Agreement (save for those Clauses referred to in Clause 3.2 of this Agreement) shall cease immediately on termination.

General Termination. (a) Subject to Clauses 27.1(b) and 27.1(c) ‎below, this Agreement shall terminate and cease to have effect immediately upon: (i) the occurrence of the Long Stop Date prior to the Restructuring Effective Date; (ii) the date on which a law, regulation, order or decision of any competent governmental or regulatory authority first comes into effect restraining, enjoining or otherwise prohibiting the completion or the implementation of the Restructuring; (iii) the occurrence of an Insolvency Event; or (iv) the occurrence of any Enforcement Action in relation to either of the Original Obligors, including, without limitation, any Enforcement Action taken by any Non Consenting Bareboat Owner or Non Consenting Charterparty Owner (provided that in relation to any Enforcement Action take by a Non Consenting Bareboat Owner or Non Consenting Charterparty Owner such action has not ceased, been withdrawn, dismissed or terminated within 14 days of such arrest action being commenced). (b) This Agreement may be terminated by the: at any time prior to the Closing: (i) Majority Lender Parties or all by the mutual consent of the Instructing Charterparties upon written notice to the other Parties at any time if such Majority Lender Parties or Instructing Charterparties reasonably consider a Material Adverse Effect to have occurred as a result of events or circumstances arising after the Signing Date; Dentsply and Buyer; (ii) Majority Lender Parties by Dentsply or Buyer if any Governmental Authority of competent jurisdiction shall have issued any judgment, injunction, order or decree prohibiting, enjoining, restraining or otherwise materially conditioning the transactions contemplated hereby and all of the Instructing Charterparties upon terminationsuch judgment, invalidityinjunction, unenforceability order or breach by any Party of any material clause in the Agreement provided decree shall have become final and nonappealable; provided, however, that the Majority Lender Parties or all of the Instructing Charterparties either party may only exercise its right to terminate this Agreement pursuant to this Section 8.1(ii) if it has used commercially reasonable efforts to prevent and remove such terminationjudgment, invalidityinjunction, unenforceability order or breaches relates to decree and it has not been removed within one hundred twenty (120) days of the Share Issuance; date of this Agreement; (iii) Majority Lender Parties by Dentsply or all Buyer if any statute, rule, regulation or executive order promulgated or enacted by any Governmental Authority of competent jurisdiction after the date of this Agreement which prohibits the consummation of the Instructing Charterparties upon the material breach by any Undertaking Party of the terms of a relevant Irrevocable Undertaking; transactions contemplated hereby shall be in effect; (iv) Majority Lender Parties by Dentsply or all of Buyer, after the Instructing Charterparties upon written notice to date which is one hundred twenty (120) days after the other Parties at any time after a breach of the General Undertakings by an Original Obligor; and (v) Majority Lender Parties or all of the Instructing Charterparties upon written notice to the other Parties in the event of a breach of the Conditions. (c) Termination of this Agreement will not affect any Party’s accrued rights and obligations as at the Termination Date. Each Party’s future rights and obligations under this Agreement (save for those Clauses referred to in Clause 3.2 date of this Agreement, if any of the conditions to Closing hereunder have not been fulfilled; provided, however, Buyer shall not have the right to terminate this Agreement pursuant to this Section 8.1(iv) if the misrepresentation, inaccuracy or breach of any representation or warranty made by Buyer, or Buyer's default or failure to fulfill any covenant or obligation, pursuant to this Agreement has been the primary cause of, or resulted in, the failure of the Closing to occur prior to the expiration of such period, and provided, further, Dentsply shall cease immediately on terminationnot have the right to terminate this Agreement pursuant to this Section 8.1(iv) if the misrepresentation, inaccuracy or breach of any representation or warranty made by Sellers, or Sellers' default or failure to fulfill any covenant or obligation, pursuant to this Agreement has been the primary cause of, or resulted in, the failure of the Closing to occur prior to the expiration of such period.