Common use of Termination and Abandonment Clause in Contracts

Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall have not have been satisfied, in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 11 contracts

Samples: Stock Purchase Agreement (Mar Ked Mineral Exploration, Inc.), Stock Purchase Agreement (Princeton Mining Co), Stock Purchase Agreement (Us Telesis Holdings Inc)

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Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall have not have been satisfied, in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 7 contracts

Samples: Agreement and Plan of Reorganization (Team Sports Entertainment Inc), Stock Purchase Agreement (Double Eagle Holdings, Ltd.), Agreement and Plan of Reorganization (Scientific Fuel Technology Inc)

Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V III shall have not have been satisfiedsatisfied by the closing date , in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall not have been satisfied by the closing date in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Network Systems International Inc), Stock Purchase Agreement (Tabin Herbert), Stock Purchase Agreement (Tabin Herbert)

Termination and Abandonment. This Agreement may be terminated and the purchase of the Preferred Shares may be abandoned before the Closing: (a) By the mutual consent of Seller Sellers, the Company and Buyer; (b) By Buyer, if the representations and warranties of the Company or Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall have not have been satisfied, satisfied in all material respects; or (c) By the Company or Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Catcher Holdings Inc), Preferred Stock Purchase Agreement (Us Telesis Holdings Inc)

Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall have not have been satisfiedsatisfied by the closing date , in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied by the closing date in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Network Systems International Inc), Stock Purchase Agreement (Efird Robbie M)

Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V III shall have not have been satisfied, in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 1 contract

Samples: Stock Exchange Agreement (Proactive Technologies Inc)

Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller and Buyer; ; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall have not have been satisfied, in all material respects; or or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 1 contract

Samples: Plan of Reorganization (Proactive Technologies Inc)

Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing:Closing-. (a) By the mutual consent of Seller and Buyer;Buyer-, (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or or- the conditions precedent set forth in Article V shall have not have been satisfied, in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefortherefore.

Appears in 1 contract

Samples: Stock Purchase Agreement (Thermotek International Inc /De/)

Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall have not have been satisfiedsatisfied by the closing date , in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied by the closing date in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefortherefore.

Appears in 1 contract

Samples: Stock Purchase Agreement (Tabin Herbert)

Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing: (a) By the mutual written consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall have not have been satisfied, in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination pursuant to Sections 6.2(b) and 6.2(c) shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 1 contract

Samples: Stock Purchase Agreement (Lamy Robert)

Termination and Abandonment. This Agreement may be terminated and the --------------------------- purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall have not have been satisfied, in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Lance C Beverly)

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Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller Sellers and Buyer; (b) By Buyer, if the representations and warranties of Seller Sellers set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall have not have been satisfied, in all material respects; or (c) By SellerSellers, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 1 contract

Samples: Merger Agreement (Goldonline International Inc)

Termination and Abandonment. This Agreement agreement may be terminated and the purchase of the Shares shares may be abandoned before the this Closing: (a) a. By the mutual consent of Seller the Seller, the Buyer, and Buyer;the Company. (b) b. By Buyer, if the representations and warranties of Seller the Company or Sellers set forth herein shall not be accurate, ; or the conditions condition precedent set forth in Article V IV shall have not have been satisfied, satisfied in all material respects; or (c) c. By the Company or Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall not have been satisfied in all material materials respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefortherefore.

Appears in 1 contract

Samples: Stock Exchange Agreement (Proactive Technologies Inc)

Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares shares may be abandoned before the Closingclosing: (a) By the mutual consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall have not have been satisfied, in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 1 contract

Samples: Stock Purchase Agreement (International Imaging Inc)

Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall have not have been satisfied, in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefortherefore.

Appears in 1 contract

Samples: Stock Purchase Agreement (Levinson Richard)

Termination and Abandonment. This Agreement may be terminated and the purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall have not have been satisfied, in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Weiss Arthur G)

Termination and Abandonment. This Agreement may be terminated and ---------------------------- the purchase of the Shares may be abandoned before the Closing: (a) By the mutual consent of Seller and Buyer; (b) By Buyer, if the representations and warranties of Seller set forth herein shall not be accurate, or the conditions precedent set forth in Article V IV shall have not have been satisfied, in all material respects; or (c) By Seller, if the representations and warranties of Buyer set forth herein shall not be accurate, or the conditions precedent set forth in Article V shall not have been satisfied in all material respects. Termination shall be effective on the date of receipt of written notice specifying the reasons therefor.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Lamy Robert)

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