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Common use of Termination for Failure to Close Clause in Contracts

Termination for Failure to Close. This Agreement shall automatically be terminated if the Closing Date shall not have occurred by July 7, 2016; provided, that the right to terminate this Agreement pursuant to this Section 7.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 2 contracts

Samples: Merger Agreement (Miramar Labs, Inc.), Merger Agreement (Miramar Labs, Inc.)

Termination for Failure to Close. This Agreement shall automatically be terminated if the Closing Date shall not have occurred by July 7March 15, 20162018; provided, that the right to terminate this Agreement pursuant to this Section 7.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 2 contracts

Samples: Merger Agreement (Amesite Operating Co), Merger Agreement (Amesite Inc.)

Termination for Failure to Close. This Agreement shall automatically may be terminated terminated, by any Party, if the Closing Date shall not have occurred by July 7May 15, 20162023; provided, that that, the right to terminate this Agreement pursuant to this Section 7.2 6.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 1 contract

Samples: Merger Agreement (Clean Coal Technologies Inc.)

Termination for Failure to Close. This Agreement shall be automatically be terminated if the Closing Date shall not have occurred by July 7March 31, 2016; 2015 provided, however, that the right to terminate this Agreement pursuant to this Section 7.2 shall not be available to any Party whose breach of party that has breached in any provision of material respect its obligations under this Agreement results in any manner that shall have proximately contributed to the occurrence of the failure of a condition to the Closing to have occurred consummation of the transactions contemplated by such timethis Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (REGAL ONE Corp)

Termination for Failure to Close. This Agreement shall automatically be terminated if the Closing Date shall not have occurred by July 7, 20162017; provided, that the right to terminate this Agreement pursuant to this Section 7.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 1 contract

Samples: Acquisition Agreement (Symbid Corp.)

Termination for Failure to Close. This Agreement shall automatically may be terminated terminated, by any Party, if the Closing Date shall not have occurred by July 7September 30, 20162021; provided, that the right to terminate this Agreement pursuant to this Section 7.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 1 contract

Samples: Merger Agreement (Brain Scientific Inc.)

Termination for Failure to Close. This Agreement shall be automatically be terminated terminated, unless extended in a writing signed by each of the Parties, if the Closing Date shall not have occurred by July 7February 15, 2016; provided, that the right to terminate this Agreement pursuant to this Section 7.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time2012.

Appears in 1 contract

Samples: Merger Agreement (Dynastar Holdings, Inc.)

Termination for Failure to Close. This Agreement shall automatically may be terminated by any of the parties hereto if the Closing Date shall not have occurred by July 7February 8, 2016; provided2000, that provided that, the right to terminate this Agreement pursuant to this Section 7.2 section shall not be available to any Party party whose breach failure to fulfill any of any provision its obligations hereunder has been the cause of this Agreement results or resulted in the failure of to consummate the Closing to have occurred Merger by such timethe foregoing date.

Appears in 1 contract

Samples: Merger Agreement (Stateside Fundings Inc)

Termination for Failure to Close. This Agreement shall automatically may be terminated at any time by any of the Parties if the Closing Date shall not have occurred by July 7November 30, 20162015; provided, that the right to terminate this Agreement pursuant to this Section 7.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 1 contract

Samples: Share Exchange Agreement (Cryptosign, Inc.)

Termination for Failure to Close. This Agreement shall automatically be terminated if the Closing Date shall not have occurred by July 7September 30, 20162017; provided, that the right to terminate this Agreement pursuant to this Section 7.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 1 contract

Samples: Merger Agreement (Exicure, Inc.)

Termination for Failure to Close. This Agreement shall automatically be terminated if the Closing Date shall not have occurred by July 7March 24, 20162017; provided, that the right to terminate this Agreement pursuant to this Section 7.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 1 contract

Samples: Merger Agreement (Zeta Acquisition Corp Ii)

Termination for Failure to Close. This Agreement shall automatically be terminated if the Closing Date shall not have occurred by July 7May 20, 2016; provided, that the right to terminate this Agreement pursuant to this Section 7.2 8.3 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 1 contract

Samples: Merger Agreement (Valeritas Holdings Inc.)

Termination for Failure to Close. This Agreement shall automatically be terminated terminate if the Closing Date shall not have occurred prior to 11:59 p.m. Eastern time on January 17, 2020, as such date may be extended by July 7, 2016; provided, that mutual consent of the right to terminate Parties. In the event of termination of this Agreement pursuant to this Section 7.2 2.14, this Agreement shall not forthwith become void and there shall be available to any Party whose breach no liability on the part of any provision of this Agreement results in the failure of the Closing to have occurred by Party; provided, however, that Section 8.7 shall survive such time.termination”

Appears in 1 contract

Samples: Agreement of Merger (Red Cat Holdings, Inc.)

Termination for Failure to Close. This Agreement shall automatically be terminated by written notice by the Parent or the Company if any of the conditions to the Closing Date shall set forth in ARTICLE V have not have occurred been satisfied or waived by July 7February 15, 20162019 (the “Outside Date); provided, that the right to terminate this Agreement pursuant to this Section 7.2 6.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 1 contract

Samples: Securities Exchange Agreement (Lifeapps Brands Inc.)

Termination for Failure to Close. This Agreement shall automatically be terminated if the Closing Date shall not have occurred by July 7March 30, 2016; provided2015, that unless such date is extended by the right to terminate this Agreement pursuant to this Section 7.2 shall not be available to any Party whose breach of any provision of this Agreement results Parties in the failure of the Closing to have occurred by such timewriting.

Appears in 1 contract

Samples: Merger Agreement (Tyme Technologies, Inc.)

Termination for Failure to Close. This Agreement shall automatically be terminated if the Closing Date shall not have occurred by July 7September 30, 20162021; provided, that the right to terminate this Agreement pursuant to this Section 7.2 6.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 1 contract

Samples: Merger Agreement (EZRaider Co.)

Termination for Failure to Close. This Agreement shall automatically be terminated if the Closing Date shall not have occurred by July 7September 30, 20162018, as such date may be extended by the mutual consent of the Parent and the Company Parent; provided, that the right to terminate this Agreement pursuant to this Section 7.2 8.2 shall not be available to any Party whose breach of any provision of this Agreement results in the failure of the Closing to have occurred by such time.

Appears in 1 contract

Samples: Merger Agreement (Solbright Group, Inc.)