Common use of Termination by Seller or by Buyer Clause in Contracts

Termination by Seller or by Buyer. This Agreement may be terminated at any time prior to the Closing by Seller or by Buyer: (a) by giving written notice of such termination to Buyer, in the case of a termination by Seller, or to Seller, in the case of a termination by Buyer, if the Closing shall not have occurred on or prior to March 31, 2016 (such date, as it may be extended pursuant to the provisions hereof, the “Outside Date”); provided, however, that the right to terminate this Agreement under this Section 8.2(a) shall not be available to a Party if such Party’s failure to fulfill its obligations under this Agreement (which, in the case of a termination by Buyer, shall include any such failure by Buyer or ENLC) has caused or resulted in the failure of the Closing to occur prior to such date; provided further, however, that the Outside Date shall automatically be extended until the date that is 60 days after the original Outside Date if, as of the original Outside Date, all other conditions to the Closing are satisfied or capable of then being satisfied and the sole reason that the Closing has not been consummated is that the condition set forth in Section 7.1(a) has not been satisfied; (b) by giving written notice of such termination to Buyer, in the case of a termination by Seller, or to Seller, in the case of a termination by Buyer, if any Government Entity shall have issued an order, decree or ruling or taken any other action permanently restraining, enjoining or otherwise prohibiting the Transactions and such order, decree, ruling or other action shall have become final and nonappealable; provided, however, that the right to terminate this Agreement under this Section 8.2(b) shall not be available to a Party if such Party’s failure to fulfill its obligations under this Agreement (which, in the case of a termination by Buyer, shall include any such failure by Buyer or ENLC) has caused or resulted in such order, decree, ruling or action; or (c) by giving written notice of such termination to Buyer, in the case of a termination by Seller, or to Seller, in the case of termination by Buyer, pursuant to Section 6.5.

Termination by Seller or by Buyer. This Agreement may be terminated at any time prior to the Closing by Seller or by Buyer: (a) by giving written notice of such termination to Buyer, in the case of a termination by Seller, or to Seller, in the case of a termination by Buyer, if the Closing shall not have occurred on or prior to March 31September 3, 2016 2013 (such date, as it may be extended pursuant to the provisions hereof, the “Outside Date”); provided, however, that the right to terminate this Agreement under this Section 8.2(a9.2(a) shall not be available to a Party if such Party’s Seller or to Buyer where the failure of Seller or SE Capital Funding or the failure of Buyer, as applicable, to fulfill its obligations under this Agreement (which, in the case of a termination by Buyer, shall include any such failure by Buyer or ENLC) has caused or resulted in the failure of the Closing to occur prior to such date; provided further, however, that the Outside Date shall automatically be extended until the date that is 60 days after the original Outside Date if, as of the original Outside Date, all other conditions to the Closing are satisfied or capable of then being satisfied and the sole reason that the Closing has not been consummated is that the condition set forth in Section 7.1(a) has not been satisfied; (b) by giving written notice of such termination to Buyer, in the case of a termination by Seller, or to Seller, in the case of a termination by Buyer, if any court of competent jurisdiction or a Government Entity shall have issued an order, decree or ruling or taken any other action permanently restraining, enjoining or otherwise prohibiting the Transactions and such order, decree, ruling or other action shall have become final and nonappealable; provided, however, provided that the right to terminate this Agreement under this Section 8.2(b9.2(b) shall not be available to a Party if such Party’s Seller or to Buyer where the failure of Seller or SE Capital Funding or the failure of Buyer, as applicable, to fulfill any of its obligations under this Agreement (which, in the case of a termination by Buyer, shall include any such failure by Buyer or ENLC) has caused or resulted in such order, decree, ruling or action; or (c) by giving written notice of such termination to Buyer, in the case of a termination by Seller, or to Seller, in the case of termination by Buyer, pursuant to Section 6.57.5.

Termination by Seller or by Buyer. This Agreement may be terminated at any time prior to the Closing by Seller the Sellers Representative or by Buyer: (a) by giving written notice of such termination to Buyer, in the case of a termination by SellerSellers Representative, or to Sellerthe Sellers Representative, in the case of a termination by Buyer, if the Closing shall not have occurred on or prior to March 31, 2016 (such date, as it may be extended pursuant to the provisions hereof, the “Outside Date”); provided, however, that the right to terminate this Agreement under this Section 8.2(a) shall not be available to a Party if such Party’s failure to fulfill its obligations under this Agreement (which, in the case of a termination by (i) Sellers Representative, shall include any such failure by Seller or any Member, and (ii) Buyer, shall include any such failure by Buyer or ENLC) has caused or resulted in the failure of the Closing to occur prior to such date; provided further, however, that the Outside Date shall automatically be extended until the date that is 60 days after the original Outside Date if, as of the original Outside Date, all other conditions to the Closing are satisfied or capable of then being satisfied and the sole reason that the Closing has not been consummated is that the condition set forth in Section 7.1(a) has not been satisfied; (b) by giving written notice of such termination to Buyer, in the case of a termination by SellerSellers Representative, or to Sellerthe Sellers Representative, in the case of a termination by Buyer, if any Government Entity shall have issued an order, decree or ruling or taken any other action permanently restraining, enjoining or otherwise prohibiting the Transactions and such order, decree, ruling or other action shall have become final and nonappealable; provided, however, that the right to terminate this Agreement under this Section 8.2(b) shall not be available to a Party if such Party’s failure to fulfill its obligations under this Agreement (which, in the case of a termination by (i) Sellers Representative, shall include any such failure by Seller or any Member, and (ii) Buyer, shall include any such failure by Buyer or ENLC) has caused or resulted in such order, decree, ruling or action; or (c) by giving written notice of such termination to Buyer, in the case of a termination by SellerSellers Representative, or to Sellerthe Sellers Representative, in the case of termination by Buyer, pursuant to Section 6.5.

Termination by Seller or by Buyer. This Agreement may be terminated at any time prior to the Closing by Seller or by Buyer: (a) by giving written notice of such termination to Buyer, in the case of a termination by Seller, or to Seller, in the case of a termination by Buyer, if the Closing shall not have occurred on or prior to March 31, 2016 (such date, as it may be extended pursuant to the provisions hereof, the “Outside Date”); provided, however, that the right to terminate this Agreement under this Section 8.2(a) shall not be available to a Party if such Party’s failure to fulfill its obligations under this Agreement (which, in the case of a termination by Buyer, shall include any such failure by Buyer or ENLC) has caused or resulted in the failure of the Closing to occur prior to such date; provided further, however, that the Outside Date shall automatically be extended until the date that is 60 days after the original Outside Date if, as of the original Outside Date, all other conditions to the Closing are satisfied or capable of then being satisfied and the sole reason that the Closing has not been consummated is that the condition set forth in Section 7.1(a) has not been satisfied; (b) by giving written notice of such termination to Buyer, in the case of a termination by Seller, or to Seller, in the case of a termination by Buyer, if any Government Entity shall have issued an order, decree or ruling or taken any other action permanently 77 restraining, enjoining or otherwise prohibiting the Transactions and such order, decree, ruling or other action shall have become final and nonappealable; provided, however, that the right to terminate this Agreement under this Section 8.2(b) shall not be available to a Party if such Party’s failure to fulfill its obligations under this Agreement (which, in the case of a termination by Buyer, shall include any such failure by Buyer or ENLC) has caused or resulted in such order, decree, ruling or action; or (c) by giving written notice of such termination to Buyer, in the case of a termination by Seller, or to Seller, in the case of termination by Buyer, pursuant to Section 6.5.