Common use of Procedure Upon Termination Clause in Contracts

Procedure Upon Termination. In the event of termination by Buyer or Seller, as applicable, pursuant to Section 6.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:

Procedure Upon Termination. In the event of termination by Buyer or Sellerthe Company, as applicable, pursuant to Section 6.1 5.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Sellerthe Company. If the transactions contemplated by this Agreement are so terminated:

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or Seller, as applicable, Seller pursuant to Section 6.1 5.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and this Agreement shall terminate, and the transactions contemplated by this Agreement hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination by Buyer Purchaser or Seller, as applicableor both, pursuant to Section 6.1 4.2 hereof, and except as to termination under to Section 4.2(a), written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination by Buyer or SellerShareholders, as applicable, pursuant to Section 6.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or SellerShareholders. If the transactions contemplated by this Agreement are so terminated:

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or Seller, as applicableor both, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party party, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer Purchaser or Seller, as applicableor both, pursuant to the foregoing Section 6.1 hereof3.05, written notice thereof shall forthwith be given to the other party party, and this Agreement shall terminate, and the transactions contemplated by this Agreement hereby shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination of this Agreement by the Buyer or Sellerthe Sellers, as applicableor both, pursuant to Section 6.1 hereof10.01, written notice thereof shall forthwith be given to the other party Party or Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Subject Interests hereunder shall be terminated abandoned, without further action by the Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination by Buyer or Seller, as applicable, and abandonment pursuant to Section 6.1 6.3(a) hereof, written notice thereof shall forthwith be given to the other party hereto and this Agreement shall terminate and the transactions contemplated by this Agreement hereby shall be terminated abandoned without further action by the Buyer or the Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination by Buyer or Seller, as applicable, and abandonment pursuant to Section 6.1 10.1 hereof, written notice thereof shall forthwith be given to the other party parties hereto and this Agreement shall terminate and the transactions contemplated by this Agreement hereby shall be terminated abandoned without further action by the Buyer or the Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination by Buyer or Sellerthe Company, as applicable, pursuant to Section 6.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Sellerthe Company. If the transactions contemplated by this Agreement are so terminated:

Procedure Upon Termination. In the event of termination by Buyer the Purchaser or the Seller, or both, as applicablethe case may be, elect to terminate this Agreement pursuant to Section 6.1 hereof10.1, written notice thereof shall forthwith be given to the other party Party, and the transactions contemplated by following compliance with Section 10.3 below, this Agreement shall be terminated terminate without further action by Buyer or Seller. If of the transactions contemplated by this Agreement are so terminated:Parties.

Procedure Upon Termination. In the event of termination and/or abandonment by Buyer or Seller, as applicableBuyer, pursuant to Section 6.1 or 6.2 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated and/or abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminatedterminated and/or abandoned as provided herein:

Procedure Upon Termination. In the event of termination of this Agreement by Buyer Acquirors or SellerSellers, as applicableor both, pursuant to Section 6.1 hereof9.1, written notice thereof shall forthwith be given to the other party Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Subject Interests hereunder shall be terminated abandoned, without further action by Buyer Acquirors or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination by Buyer the Purchaser or the Seller, as applicableor both, elect to terminate this Agreement pursuant to Section 6.1 hereof7.1, written notice thereof shall forthwith be given to the other party Party, and the transactions contemplated by following compliance with Section 7.3 below, this Agreement shall be terminated terminate without further action by Buyer or Seller. If of the transactions contemplated by this Agreement are so terminated:Parties.

Procedure Upon Termination. In the event of termination by Buyer the Purchaser or Sellerthe Sellers, as applicableor both, elect to terminate this Agreement pursuant to Section 6.1 hereof7.1, written notice thereof shall forthwith be given to the other party Party, and the transactions contemplated by following compliance with Section 7.3 below, this Agreement shall be terminated terminate without further action by Buyer or Seller. If of the transactions contemplated by this Agreement are so terminated:Parties.

Procedure Upon Termination. In the event of termination by Buyer or SellerShareholders, as applicable, pursuant to Section 6.1 5.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or SellerShareholders. If the transactions contemplated by this Agreement are so terminated:

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or Seller, as applicableSeller Representative and the Equity Sellers Representative (Seller Representative and Equity Sellers Representative being considered one party), pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Shares hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination and abandonment by the Buyer or by the Seller, as applicableor both, pursuant to Section 6.1 hereof10.1, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated and/or abandoned, without further action by Buyer or Sellerthe parties. If the transactions contemplated by this Agreement are so terminatedterminated and/or abandoned as provided herein:

Procedure Upon Termination. In the event of termination by the Buyer or Sellerthe Shareholders, as applicable, pursuant to Section 6.1 5.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by the Buyer or Sellerthe Company. If the transactions contemplated by this Agreement are so terminated:: Each party will redeliver all documents, work papers and other

Procedure Upon Termination. In the event of termination by Buyer the Company, Acquiror or Seller, as applicable, Parent pursuant to Section 6.1 7.01 hereof, written notice thereof shall forthwith promptly be given to the other party parties and the transactions contemplated by this Agreement shall be terminated terminated, without further action by Buyer or Sellerany party. If the transactions contemplated by this Agreement are so terminatedterminated as provided herein:

Procedure Upon Termination. In the event of termination by Buyer the Purchaser or Seller, as applicable, the Seller pursuant to Section 6.1 7.1 hereof, written notice thereof of such termination shall forthwith be given to the other party Parties, and the transactions contemplated by this Agreement shall be terminated thereupon terminate without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:any Party.

Procedure Upon Termination. In the event of termination by Buyer the Purchaser or Seller, as applicable, the Seller pursuant to Section 6.1 hereof8.1, written notice thereof of such termination shall forthwith be given to the other party Parties, and the transactions contemplated by this Agreement shall be terminated thereupon terminate without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:any Party.

Procedure Upon Termination. In the event of termination by Buyer the Purchaser or the Seller, as applicableor both, pursuant to Section 6.1 hereof3.3, written notice thereof shall forthwith be given by the terminating party to the other party Purchaser or Parent, as applicable, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer the Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:Parent.

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or SellerSellers, as applicableor both, pursuant to Section 6.1 4.4 hereof, written notice thereof shall forthwith be given to the other party Party or Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In Any termination of this Agreement by Buyer, the event of termination by Buyer Company or Seller, as applicable, both pursuant to Section 6.1 hereof, 9.01 shall be effected by the delivery of written notice thereof shall forthwith be given to the other party and the transactions contemplated by party, in which case this Agreement shall be terminated terminate without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:Company.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer the Seller or Sellerthe Purchaser, as applicableor both, pursuant to Section 6.1 2.4 hereof, written notice thereof shall forthwith be given to the other party Parties, and the transactions contemplated by this Agreement shall terminate, and the Transaction shall be terminated abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:any Party.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer or SellerAgent, as applicableor both, pursuant to Section 6.1 3.05 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Assets hereunder shall be terminated abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination by the Buyer or Sellerthe Shareholders, as applicable, pursuant to Section 6.1 5.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by the Buyer or Sellerthe Company. If the transactions contemplated by this Agreement are so terminated:: Each party will redeliver all documents, work papers and other material of any other party relating to the transactions contemplated hereby, whether so obtained before or after the execution of this Agreement, to the party furnishing the same; and

Procedure Upon Termination. In the event of termination by Buyer or Seller, as applicable, and/or Seller pursuant to Section 6.1 12.1 hereof, written notice thereof shall forthwith be given to the other party Party, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Acquired Assets hereunder shall be terminated abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or the Seller, as applicableor both, pursuant to Section 6.1 4.1 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase and sale of the Shares hereunder shall be terminated abandoned, without further action by Buyer Purchaser or the Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer the Purchaser or Seller, as applicable, the Company or by both the Purchaser and the Company pursuant to Section 6.1 X(a) hereof, written notice thereof shall forthwith be given to the other party or parties hereto and the transactions contemplated by this Agreement herein shall be terminated abandoned without further action by Buyer the Purchaser or Sellerthe Company. If the transactions contemplated by In addition, if this Agreement are so terminatedis terminated as provided herein:

Procedure Upon Termination. In the event of termination and abandonment by Buyer or Sellerthe Company, as applicableor both, pursuant to Section 6.1 8.1 hereof, written notice thereof shall forthwith be given to the other party or parties, which written notice shall specify the provision or provisions hereof pursuant to which such termination is being effected, and the transactions contemplated by this Agreement shall terminate (subject to the provisions of Section 8.3(a)), and the Transactions shall be terminated abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:Company.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer Acquiror or Seller, as applicableor both, pursuant to Section 6.1 hereof9.1, written notice thereof shall forthwith be given to the other party Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Subject Interests hereunder shall be terminated abandoned, without further action by Buyer Acquiror or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of the termination of this Agreement by Buyer or Seller, as applicable, Seller pursuant to this Section 6.1 hereofVII, written notice thereof shall forthwith of such termination will promptly be given by the terminating party to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:other.

Procedure Upon Termination. In the event of termination by Buyer the Purchaser or the Seller, as applicableor both, elect to terminate this Agreement pursuant to Section 6.1 hereof6.1, written notice thereof shall forthwith be given to the other party Party, and the transactions contemplated by following compliance with Section 6.3 below, this Agreement shall be terminated terminate without further action by Buyer or Seller. If of the transactions contemplated by this Agreement are so terminated:Parties.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer the Purchaser or Seller, as applicable, the Company or by both the Purchaser and the Company pursuant to Section 6.1 IX(a) hereof, written notice thereof shall forthwith be given to the other party or parties hereto and the transactions contemplated by this Agreement herein shall be terminated abandoned without further action by Buyer the Purchaser or Sellerthe Company. If the transactions contemplated by In addition, if this Agreement are so terminatedis terminated as provided herein:

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or Seller, as applicableor both, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and this Agreement shall terminate, and the transactions contemplated by this Agreement hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination by Buyer or Seller, as applicable, pursuant to Section 6.1 hereof4.4, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the Transactions shall be terminated abandoned, without further action by Buyer the Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination by Buyer or Seller, as applicable, by Seller pursuant to Section 6.1 5.6 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Sellerthe parties hereto. If the transactions contemplated by this Agreement are so terminatedterminated as provided herein:

Procedure Upon Termination. In the event of termination and abandonment by Buyer Parent or Seller, as applicableor both, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer Parent, Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination by Buyer or Seller-------------------------- Shareholders, as applicable, pursuant to Section 6.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or SellerShareholders. If the transactions contemplated by this Agreement are so terminated:

Procedure Upon Termination. In the event of termination and -------------------------- abandonment by Buyer Purchaser or Seller, as applicable, Stockholders pursuant to Section 6.1 8.01 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated and/or abandoned, without further action by Buyer Purchaser or SellerStockholders. If the transactions contemplated by this Agreement are so terminatedterminated and/or abandoned as provided herein:

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or SellerSellers, as applicableor both, pursuant to Section 6.1 4.4 hereof, written notice thereof shall forthwith promptly be given to the other party Party or Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets and assumption of the Assumed Liabilities hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination and abandonment by Buyer the Company, or Sellerthe Buyer, as applicableor both, pursuant to Section 6.1 hereofthis Article IX, written notice thereof shall forthwith be given to the other party parties and the transactions contemplated by this Agreement shall terminate and be terminated abandoned without further action by Buyer the Buyer, the Company or Sellerthe Sellers. If the transactions contemplated by this Agreement are so terminatedis terminated as provided herein:

Procedure Upon Termination. In the event of termination by Buyer Purchaser or Seller, as applicableor both, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party party, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Equity Interests hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination by Buyer or Seller, as applicable, and abandonment pursuant to Section 6.1 10.1 hereof, written notice thereof shall forthwith be given to the other party parties hereto and this Agreement shall terminate and the transactions contemplated by this Agreement hereby shall be terminated abandoned without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer or Seller, as applicableor both, pursuant to Section 6.1 10.1 hereof, written notice thereof shall forthwith be given to the other party party, and the transactions contemplated by this Agreement shall be terminated terminate, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:, subject to Section 10.3 below.

Procedure Upon Termination. In the event of a termination of this Agreement by Buyer the Purchaser or SellerSellers, as applicableor both, pursuant to Section 6.1 hereof3.4, (a) written notice thereof shall forthwith be given promptly by the terminating party to the other party parties hereto, specifying the provision hereof pursuant to which such termination is made, and (b) the consummation of the transactions contemplated by this Agreement shall be terminated abandoned without further action by Buyer or Seller. If of the transactions contemplated by this Agreement are so terminated:parties hereto.

Procedure Upon Termination. (a) In the event of termination by Buyer Buyer, Sellers, or Seller, as applicableboth such Parties, pursuant to Section 6.1 4.4 hereof, written notice thereof shall forthwith be given to the other party Party or Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination and/or abandonment by the Buyer or Seller, as applicable, by the Sellers pursuant to Section 6.1 Article X hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated and abandoned, without further action by Buyer or SellerSellers. If the transactions contemplated by this Agreement are so terminatedterminated and abandoned as a whole or if the obligations hereunder expire as provided pursuant to Article IX:

Procedure Upon Termination. In the event of termination by the Buyer or Seller, as applicable, by any one or more the Shareholders pursuant to Section 6.1 13.1 hereof, written notice thereof shall forthwith be given to the other party Party and the transactions contemplated by this Agreement shall be terminated terminated, without further action by Buyer or Sellerany Party hereto. If the transactions contemplated by this Agreement are so terminatedterminated as provided herein:

Procedure Upon Termination. In the event of termination and abandonment by Buyer or Sellerthe Company, as applicableor both, pursuant to Section 6.1 8.1 hereof, written notice thereof shall forthwith be given to the other party or parties, which written notice shall specify the provision or provisions hereof pursuant to which such termination is being effected, and the transactions contemplated by this Agreement shall terminate (subject to the provisions of Section 8.3(a)), and the Transactions shall be terminated abandoned, without further action by Buyer Buyer, Merger Sub or Seller. If the transactions contemplated by this Agreement are so terminated:Company.

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchasers or Seller, as applicableor both, pursuant to Section 6.1 hereof4.2, written notice thereof shall forthwith be given to the other party or parties, specifying the basis for such termination, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer Purchasers or Seller. If the transactions contemplated by this Agreement are so terminated:5 4.4

Procedure Upon Termination. In the event of termination by Buyer or Seller, as applicable, pursuant to Section 6.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:: Page 15 – Sayab Wind Asset Purchase Agreement

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser, Seller or Sellerthe Company, as applicableor by all parties, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Shares hereunder shall be terminated abandoned, without further action by Buyer Purchaser, Seller or Seller. If the transactions contemplated by this Agreement are so terminated:Company.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer Acquiror or SellerSellers, as applicableor both, pursuant to Section 6.1 hereof9.1, written notice thereof shall forthwith be given to the other party Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Subject Interests hereunder shall be terminated abandoned, without further action by Buyer Acquiror or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination and abandonment by Buyer Seller or SellerPurchaser, as applicableor both, pursuant to Section 6.1 hereof8.1, written notice thereof shall forthwith be given to the other party hereto, and the transactions contemplated by this Agreement shall be terminated terminate, without further action by Buyer Seller or Seller. If the transactions contemplated by this Agreement are so terminated:Purchaser.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer Purchaser or Seller, as applicable, Sellers pursuant to Section 6.1 hereof4.2, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall thereupon terminate, and the purchase of the Purchased Assets hereunder shall be terminated deemed abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer the Purchaser or Seller, as applicable, the Seller pursuant to Section 6.1 hereof7.1(a), written notice thereof of such termination shall forthwith be given to the other party Seller (in the event of termination by the Purchaser) or the Purchaser (in the event of termination by the Seller), and the transactions contemplated by this Agreement shall be terminated thereupon terminate without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:any Party.

Procedure Upon Termination. In the event of termination by Buyer or Seller, as applicable, by Seller pursuant to Section 6.1 5.6 hereof, written notice thereof shall forthwith be given to the other party parties and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Sellerthe parties hereto. If the transactions contemplated by this Agreement are so terminatedterminated as provided herein:

Procedure Upon Termination. In the event of termination and abandonment by Buyer Buyer, on the one hand, or SellerSellers, as applicableon the other hand, or both, pursuant to Section 6.1 hereof8.1, written notice thereof shall forthwith be given to the other party Party or Parties, and this Agreement shall terminate and the transactions contemplated by this Agreement hereby shall be terminated abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of a valid termination of this Agreement by Buyer Purchaser or Seller, as applicable, the Sellers pursuant to Section 6.1 8.1 hereof, written notice thereof shall forthwith be given to the other party Party or Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination by Buyer or Seller, as applicable, pursuant to Section 6.1 hereof7.01, written notice thereof shall forthwith be immediately given to the other party parties and the transactions contemplated by this Agreement shall will be terminated without any further action by Buyer Buyer, Sellers or SellerCompany. If the transactions contemplated by this Agreement are so terminated:

Procedure Upon Termination. In the event of termination and abandonment by Buyer Parent, Purchaser or Seller, as applicable, Seller pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Assets hereunder shall be terminated abandoned, without further action by Buyer Parent, Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination and abandonment by the Board of Directors of Buyer or by the Board of Directors of Seller, as applicableor both, pursuant to Section 6.1 12.01 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated and/or abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminatedterminated and/or abandoned as provided herein:

Procedure Upon Termination. In the event of termination and abandonment by Buyer or the Agent, Purchaser and/or Seller, as applicable, pursuant to Section 6.1 5.1 hereof, written notice thereof shall forthwith be given to the other party parties, and the transactions contemplated by this Agreement shall terminate, subject to Section 5.3, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer the Agent or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination and abandonment by Buyer or Seller, as applicable, Purchaser and/or Seller pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Shares hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or Seller, as applicableor both, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, provided that no such termination by Seller shall be terminated without further action effective unless and until Seller shall have paid the Termination Fee required to be paid by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:it pursuant to Section 4.5, if applicable.

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or Seller, as applicableor both, pursuant to Section 6.1 4.3 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Shares hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer Purchaser or Seller, as applicable, Seller or by both Purchaser and Seller pursuant to Section 6.1 11.1 hereof, written notice thereof shall forthwith be given to the other party or parties hereto and the transactions contemplated by this Agreement herein shall be terminated abandoned without further action by Buyer Purchaser or the Seller. If the transactions contemplated by In addition, if this Agreement are so terminatedis terminated as provided herein:

Procedure Upon Termination. In the event of termination and abandonment of the transactions contemplated hereby by Buyer or SellerSellers, as applicableor both, pursuant to Section 6.1 hereof7.4, written notice thereof shall forthwith be given to the other party Party, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Properties hereunder shall be terminated abandoned, without further action by any Party. In such event, within one (1) Business Day after such termination, Buyer or Seller. If shall execute and deliver, and Seller shall deliver a counterpart duly executed by Seller Parent, of an instrument terminating the transactions contemplated by this Agreement are so terminated:Bonding Agreement.

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or Seller, as applicableor both, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination by Buyer or Seller, as applicableor both, pursuant to Section 6.1 8.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated terminated, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminatedterminated as provided herein:

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or Sellerthe Seller Representative, as applicableor both, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party Party or Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Shares and Acquired Assets hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination and abandonment by Buyer or by Seller, as applicableor both, pursuant to Section 6.1 12.01 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated and abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminatedterminated and abandoned as provided herein:

Procedure Upon Termination. In the event of termination by Buyer or Sellerthe Company, as applicable, pursuant to Section 6.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Sellerthe Company. If the transactions contemplated by this Agreement are so terminated:: Each party will redeliver all documents, work papers and other material of any other party relating to the transactions contemplated hereby, whether so obtained before or after the execution of this Agreement, to the party furnishing the same. 7

Procedure Upon Termination. In the event of termination -------------------------- and abandonment by Buyer the Sellers' Representative, or Sellerthe Buyer, as applicableor both, pursuant to Section 6.1 hereofthis Article X, written notice thereof shall forthwith be given to the other party parties and the transactions contemplated by this Agreement shall terminate and be terminated abandoned without further action by Buyer the Buyer, the Company or Sellerthe Sellers. If the transactions contemplated by this Agreement are so terminatedis terminated as provided herein:

Procedure Upon Termination. In the event of a valid termination of this Agreement by Buyer Purchaser or Seller, as applicable, the Seller Representative pursuant to Section 6.1 9.1 hereof, written notice thereof shall forthwith be given to the other party Party or Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Membership Interests hereunder shall be terminated abandoned without further action by Buyer Purchaser, the Company Group or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer Purchaser or SellerSellers, as applicableor both, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer or Sellerthe Representative, as applicableor both, pursuant to Section 6.1 hereof11.1, written notice thereof shall forthwith be given to Representative by Buyer (in the other party event Buyer terminates this Agreement) or by the Representative to Buyer (in the event that the Representative terminates this Agreement), and this Agreement shall terminate, and the transactions contemplated by this Agreement hereby shall be terminated abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:parties.

Procedure Upon Termination. In the event of termination and abandonment of the transactions contemplated hereby by Buyer or SellerSellers, as applicableor both, pursuant to Section 6.1 hereof8.4, written notice thereof shall forthwith be given to the other party Party, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Equity Interests hereunder shall be terminated abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:any Party.

Procedure Upon Termination. In the event of termination of this -------------------------- Agreement by Buyer or Seller, as applicable, Seller or by both Buyer and Seller pursuant to Section 6.1 12.1 hereof, written notice thereof shall forthwith be given to the other party or parties hereto and the transactions contemplated by this Agreement herein shall be terminated abandoned without further action by Buyer or Seller. If the transactions contemplated by In addition, if this Agreement are so terminatedis terminated as provided herein:

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or SellerSellers, as applicableor both, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Purchased Assets hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination and abandonment by Buyer the Sellers' Representative, the Company or Sellerthe Buyer, as applicableor all of them, pursuant to Section 6.1 hereofthis Article X, written notice thereof shall forthwith be given to the other party parties and the transactions contemplated by this Agreement shall terminate and be terminated abandoned without further action by Buyer the Buyer, the Company or Sellerthe Sellers. If the transactions contemplated by this Agreement are so terminatedis terminated as provided herein:

Procedure Upon Termination. In the event of termination by Buyer or SellerShareholders, as applicableor both, pursuant to Section 6.1 8.1 hereof, written notice thereof shall forthwith promptly be given to the other party or parties, and this Agreement shall terminate, and the transactions contemplated by this Agreement hereunder shall be terminated abandoned, without further action by Buyer or SellerShareholders. If this Agreement is terminated as provided herein, each of the parties shall return all documents, and other material of any other party relating to the transactions contemplated by this Agreement are so terminated:hereby, whether obtained before or after the execution hereof, to the party furnishing the same.

Procedure Upon Termination. In the event of termination and abandonment by Buyer Purchaser or Seller, as applicableor both, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Assets hereunder shall be terminated abandoned, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination and abandonment by Buyer or Seller, as applicable, Seller pursuant to Section 6.1 hereof8.1, written notice thereof shall forthwith be given to the other party Party or Parties, and this Agreement shall terminate, and the transactions contemplated by this Agreement hereby shall be terminated abandoned, without further action by Buyer Buyer, Seller or Seller. If the transactions contemplated by this Agreement are so terminated:Company.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer Buyer, the Company, or Seller, as applicable, Sellers jointly pursuant to Section 6.1 hereof10.1, written notice thereof shall forthwith be given to the other party parties hereto and the transactions contemplated by this Agreement herein shall be terminated abandoned without further action by Buyer Buyer, the Company, or Sellerthe Sellers. If the transactions contemplated by In addition, if this Agreement are so terminatedis terminated as provided herein:

Procedure Upon Termination. In the event of valid termination of this Agreement by Buyer Corp or Sellerthe Company, as applicableor both, pursuant to and in accordance with the terms of Section 6.1 4.1 hereof, written notice thereof shall forthwith be given to the other party or parties, and the transactions contemplated by this Agreement shall be terminated and the Transactions shall be abandoned, without further action by Buyer Corp or Seller. If the transactions contemplated by this Agreement are so terminated:Company.

Procedure Upon Termination. In the event of termination by Buyer Buyer, on the one hand, or Seller, as applicableon the other hand, or both, pursuant to Section 6.1 hereof8.1, written notice thereof shall forthwith be given to the other party Party or Parties, and the transactions contemplated by this Agreement shall terminate and the Contemplated Transactions shall be terminated abandoned, without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer Acquirors or SellerSellers, as applicableor both, pursuant to Section 6.1 hereof10.1, written notice thereof shall forthwith be given to the other party Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Subject Interests hereunder shall be terminated abandoned, without further action by Buyer Acquirors or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination of this Agreement by Buyer or Seller, as applicable, Seller or by both Buyer and Seller pursuant to Section 6.1 12.1 hereof, written notice thereof shall forthwith be given to the other party or parties hereto and the transactions contemplated by this Agreement herein shall be terminated abandoned without further action by Buyer or the Seller. If the transactions contemplated by this Agreement are so terminated:.

Procedure Upon Termination. In the event of termination by the Buyer or Seller, as applicable, the Seller or the Shareholder pursuant to Section 6.1 hereof4.4, written notice thereof shall forthwith be given to the other party Parties and the obligation of the Parties to consummate the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Sellerthe Parties. If consummation of the transactions contemplated by this Agreement are so terminatedis terminated as provided herein:

Procedure Upon Termination. In the event of termination of this Agreement by Buyer Buyer, the Company, or Seller, as applicable, Seller pursuant to Section 6.1 hereof11.1, written notice thereof shall forthwith be given to the other party parties hereto and the transactions contemplated by this Agreement herein shall be terminated abandoned without further action by Buyer Buyer, the Company, or the Seller. If the transactions contemplated by In addition, if this Agreement are so terminatedis terminated as provided herein:

Procedure Upon Termination. In the event of a valid termination of this Agreement by Buyer Purchaser or Seller, as applicable, Seller or both pursuant to Section 6.1 X(a) hereof, written notice thereof shall forthwith be given to the other party or parties hereto and the transactions contemplated by this Agreement herein shall be terminated abandoned without further action by Buyer Purchaser or Seller. If the transactions contemplated by In addition, if this Agreement are so terminatedis terminated as provided herein:

Procedure Upon Termination. In the event of termination by Buyer or SellerShareholder, as applicable, pursuant to Section 6.1 5.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or SellerShareholder. If the transactions contemplated by this Agreement are so terminated:

Procedure Upon Termination. In the event of a valid termination of this Agreement by Buyer Purchaser or Seller, as applicable, the Seller Representative pursuant to Section 6.1 4.1 hereof, written notice thereof shall forthwith be given to the other party Party or Parties, and the transactions contemplated by this Agreement shall terminate, and the purchase of the Shares hereunder shall be terminated abandoned, without further action by Buyer Purchaser, Holdings or Seller. If the transactions contemplated by this Agreement are so terminated:Sellers.

Procedure Upon Termination. In the event of termination and -------------------------- abandonment by Buyer or SellerSellers, as applicableor both, pursuant to Section 6.1 11.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated and/or abandoned without further action by Buyer or Sellerby Sellers. If the transactions contemplated by this Agreement are so terminatedterminated and/or abandoned as provided herein:

Procedure Upon Termination. In the event of termination by Buyer Purchaser or Seller, as applicableor both, pursuant to Section 6.1 4.2 hereof, written notice thereof shall forthwith be given to the other party party, and the transactions contemplated by this Agreement shall be terminated terminate in accordance with the terms hereof, without further action by Buyer Purchaser or Seller. If the transactions contemplated by this Agreement are so terminated:.