Termination by Seller. Seller may, without liability to Seller, terminate this Agreement by notice to Buyer (i) at any time prior to the Closing if material default shall be made by Buyer in the observance or in the due and timely performance of any of the terms hereof to be performed by Buyer that cannot be cured at or prior to the Closing, (ii) on the Closing Date if any of the conditions in Section 7.1 or Section 7.3 are not previously satisfied, or (iii) on the Drop Dead Date, if the Closing has not yet been consummated.
Appears in 4 contracts
Samples: Asset Purchase Agreement (iCoreConnect Inc.), Asset Purchase Agreement (iCoreConnect Inc.), Asset Purchase Agreement (iCoreConnect Inc.)
Termination by Seller. Seller may, without liability to Sellerby notice in the manner hereinafter provided on or before the Closing Date, terminate this Agreement by notice to Buyer (i) at any time prior to in the Closing if event of a material default shall be made breach by Buyer in the observance or in the due and timely performance of any of the terms hereof covenants or agreements contained herein on its part to be performed by Buyer that canperformed, and such breach shall not be cured at have been cured, after written notice thereof, on or prior to the Closing, (ii) on before the Closing Date if any Date, or in the event of the conditions failure to complete or satisfy any condition set forth in Section 7.1 Article 8, which failure to complete or Section 7.3 are satisfy is not previously satisfied, or (iii) on the Drop Dead Date, if the Closing has not yet been consummatedwaived by Seller.
Appears in 3 contracts
Samples: Purchase Agreement (Waste Industries Inc), Purchase Agreement (Waste Industries Inc), Purchase Agreement (Waste Industries Inc)
Termination by Seller. Seller may, without liability to SellerPurchaser, terminate this Agreement by notice to Buyer Purchaser (i) at any time prior to the Closing if material default shall be made by Buyer Purchaser in the observance or in the due and timely performance of any of the terms hereof to be performed by Buyer Purchaser that cannot be cured at or prior to the Closing, or (ii) on at the Closing Date if any of the conditions in Section 7.1 or Section 7.3 are not previously satisfied, or (iii) on precedent to the Drop Dead Date, if performance of Seller's obligations at the Closing has shall not yet have been consummatedfulfilled.
Appears in 2 contracts
Samples: Asset Purchase Agreement (American Drug Co), Asset Purchase Agreement (Gp Strategies Corp)
Termination by Seller. Seller may, without liability to Seller, may terminate this Agreement by giving --------------------- written notice to Buyer (i) at any time prior to the Closing if material default shall be made by Buyer in the observance or in the due and timely performance of any of the terms hereof to be performed by Buyer that cannot be cured at or prior to the Closing, (i) in the event Buyer has breached any representation, warranty or covenant contained in this Agreement in any material respect or (ii) on the Closing Date if any of the conditions in Section 7.1 or Section 7.3 are not previously satisfied, or (iii) on the Drop Dead Date, if the Closing has shall not yet been consummatedhave occurred on or before June 30, 1999 (the "Expiration Date"), by reason of the failure of any condition --------------- precedent under Section 8 above.; and
Appears in 2 contracts
Samples: Asset Purchase Agreement (Anthony Crane Rental Lp), Asset Purchase Agreement (Anthony Crane Rental Holdings Lp)
Termination by Seller. Seller may, . without liability to Seller, terminate this Agreement by notice to Buyer (i) at any time prior to the Closing if material default shall be made by Buyer in the observance or in the due and timely performance of any of the terms hereof to be performed by Buyer that cannot be cured at or prior to the Closing, Closing (ii) on the Closing Date if any of the conditions in Section 7.1 or Section 7.3 are not previously satisfied, or (iii) on the Drop Dead Date, if the Closing has not yet been consummated.
Appears in 1 contract
Termination by Seller. Seller may, without liability to SellerBuyer, terminate this Agreement by notice to Buyer (i) at any time prior to the Closing if material default shall be made by Buyer in the observance or in the due and timely performance of any of the terms hereof to be performed by Buyer that cannot be cured at or prior to the Closing, ; or (ii) on at the Closing Date if any of the conditions in Section 7.1 or Section 7.3 are not previously satisfied, or (iii) on precedent to the Drop Dead Date, if performance of Seller's obligations at the Closing has shall not yet have been consummatedfulfilled.
Appears in 1 contract