Common use of Termination Before Closing Clause in Contracts

Termination Before Closing. This Asset Purchase Agreement may be terminated at any time prior to the Closing: (a) by the mutual written consent of all parties hereto; (b) by Purchaser, if, prior to the Closing, any condition set forth herein for the benefit of Purchaser, respectively, is not met to Purchaser’s satisfaction or cannot be cured shall not have been timely met or waived by the Purchaser; or (c) by either Sellers or Purchaser if the Closing has not occurred on or prior to November 30, 2006, for any reason other than the delay or nonperformance of the party or parties seeking such termination. Termination of this Agreement pursuant to this Article 11 shall terminate all obligations of the parties hereunder, except for the obligations under Section 12.1, and such termination shall not constitute a waiver of any rights (including rights to indemnification under any agreement or covenant in this Agreement occurring prior to such termination) .

Termination Before Closing. This Asset Purchase Agreement may be terminated at any time prior to the Closing: (a) by the mutual written consent of all parties hereto; (b) by Purchaser, if, prior to the Closing, any condition set forth herein for the benefit of Purchaser, respectively, is not met to Purchaser’s satisfaction or cannot be cured shall not have been timely met or waived by the Purchaser; or (c) by either Sellers or Purchaser if the Closing has not occurred on or prior to November 30April 15, 20062011, for any reason other than the delay or nonperformance of the party or parties seeking such termination. Termination of this Agreement pursuant to this Article 11 10 shall terminate all obligations of the parties hereunder, except for the obligations under Section 12.111.1, and such termination shall not constitute a waiver of any rights (including rights to indemnification under any agreement or covenant in this Agreement occurring prior to such termination) ).

Termination Before Closing. This Asset Purchase Agreement may be terminated at any time prior to the Closing: (a) by the mutual written consent agreement of all parties heretothe parties; or (b) by either Seller or Purchaser, respectively, if, prior to the Closing, any condition set forth herein for the benefit of Seller or Purchaser, respectively, is not met to Purchaser’s satisfaction or cannot be cured shall not have been timely met or waived by the Purchaserparty that it benefits and cannot be cured; or (c) by either Sellers Seller or Purchaser Purchaser, if the Closing has not occurred on or prior to November 30July 15, 20062015, for any reason other than the delay or nonperformance of the party or parties seeking such termination. Termination of this Agreement pursuant to this Article 11 Section shall terminate all obligations of the parties hereunder, except for the obligations under Section 12.112, and such termination shall not constitute a waiver of any rights (including rights to indemnification under any agreement or party may have by reason of a breach by another party of any covenant in this Agreement occurring prior to such termination) .

Termination Before Closing. This Asset Purchase Agreement may be terminated at any time prior to the Closing: (a) by the mutual written consent of all parties hereto; (b) by Purchaser, if, prior to the Closing, any condition set forth herein for the benefit of Purchaser, respectively, is not met to Purchaser’s satisfaction or cannot be cured shall not have been timely met or waived by the Purchaser; or (c) by either Sellers or Purchaser if the Closing has not occurred on or prior to November 30August 30th, 200623010, for any reason other than the delay or nonperformance of the party or parties seeking such termination. Termination of this Agreement pursuant to this Article 11 10 shall terminate all obligations of the parties hereunder, except for the obligations under Section 12.111.1, and such termination shall not constitute a waiver of any rights (including rights to indemnification under any agreement or covenant in this Agreement occurring prior to such termination) ).