Termination of Investment Agreement. Notwithstanding any Termination or Automatic Termination (as each is defined in the Investment Agreement) of the Investment Agreement, this Agreement, including but not limited to the Company's obligation to issue Additional Warrants, shall remain in full force and effect throughout the term of the Commitment Warrants, and may not be terminated.
Termination of Investment Agreement. The Warrant Holders and Cubic Energy agree that, automatically upon the commencement of the Prepackaged Cases, the Investment Agreement dated as of October 2, 2013 among the Warrant Holders and Cubic Energy shall terminate pursuant to Section 7.01 thereof.
Termination of Investment Agreement. Subject to clause 5.2 of this agreement, each of the Seller, the Purchaser, IPG and the Company:
(a) agrees that the Investment Agreement will terminate immediately on Completion;
(b) agrees that notwithstanding any provision in the Investment Agreement to the contrary, all provisions of the Investment Agreement, including any which are expressly stated in the Investment Agreement as surviving its termination, or which otherwise might have done so by implication, are terminated with effect from Completion;
(c) except as set forth in clause 5.2 of this agreement, hereby irrevocably releases and discharges, with effect from Completion, the other parties to the Investment Agreement from all liabilities, commitments, undertakings, obligations, claims or demands under or in connection with the Investment Agreement, including without limitation claims for negligence and fraud, whether actual, contingent or otherwise, and whether arising on, before or after the Completion Date, in each case whether known or unknown to it,
(d) irrevocably agrees and undertakes not to contest, dispute or challenge (in any way whatsoever) the validity or effectiveness of the termination of the Investment Agreement effected by clause 5.1(a) and (b) and the release and the discharge effected by clause 5.1(c); and
(e) except as set forth in clause 5.2 of this agreement, without prejudice to the above, irrevocably undertakes not to exercise any, and to the extent permissible under applicable law waives all, interest, rights, benefits, claims, causes of action, powers or remedies it may have under the Investment Agreement against any other party to such Investment Agreement and, as relevant, such party’s directors, agents, affiliates, employees, assigns and successors whether actual, contingent or otherwise, known or unknown and whether arising on, before or after the Completion Date.
Termination of Investment Agreement. PREVAILING AGREEMENT
Termination of Investment Agreement. VFM and the Company shall have terminated that certain Investment Agreement, dated as of December 31, 2012, pursuant to an Investment Agreement Termination Agreement, substantially in the form of Exhibit I attached hereto.
Termination of Investment Agreement. The Investment Agreement shall be deemed terminated as of the Closing.
Termination of Investment Agreement. The Investment Agreement is hereby terminated in all respects except that, as between Simon and CEP, the provisions of section 10 of the Investment Agreement shall survive to the extent set forth in such section 10, provided that (a) each of CEP and Simon agrees that it or he shall not make any claim against the other pursuant to such section 10 on the basis of facts that it or he is now actually aware of and (b) it is confirmed and agreed that claims can only be brought under section 10 against Simon based upon the representations and warranties contained in sections 9.2.1, 9.2.2, 9.2.3, 9.2.5, 9.2.8, 9.2.21 and 9.2.23 of the Investment Agreement and that the right to bring claims under such seven sections shall nevertheless expire on August 4, 1997 except to the extent a claim therefor under such seven sections is asserted by CEP in a notice delivered to Simon prior to Axxxxx 0, 0097. It is understood that all representations and warranties referred to in the preceding sentence were made as of August 4, 1994.
Termination of Investment Agreement. 52 SECTION 12.14 No Other Restrictions and Dispositions of Shares. . . . . . . . . . . . . . . . 52 SECTION 12.15 Indemnification . . . . . . . . . . . . .53
Termination of Investment Agreement. Each Party hereto, on behalf of itself and its affiliates and its and their respective predecessors, successors, parents, subsidiaries, agents, attorneys, officers, employees, directors, members, managers, partners, shareholders, representatives and assigns (collectively, the “Releasing Parties,” each a “Releasing Party”), severally agrees (notwithstanding and irrespective of any agreement, document, matter, or thing (including, but not limited to, any terms of the Investment Agreement)) that the Investment Agreement is hereby terminated in its entirety (including, but not limited to, any and all powers of attorney granted therein) and that the Investment Agreement shall have no force and/or effect (past, present and /or future) whatsoever. For the avoidance of doubt, ESRI confirms that (i) ESRI no longer has a right to recoup its $800,000 investment in Buzz Kill and (ii) Buzz Kill no longer is required to share 50% of its net revenue with ESRI.
Termination of Investment Agreement. The parties to the deed of termination of the investment agreement referred to in paragraph 15 of part 3 of schedule 2 are all the parties whose consent is required to give the Company an effective release from its obligations under such agreement, and to waive any claims against the Company thereunder.
