Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect.
Appears in 33 contracts
Samples: Merger Agreement (Global Blockchain Acquisition Corp.), Lock Up Agreement (EdtechX Holdings Acquisition Corp. II), Lock Up Agreement (Aptorum Group LTD)
Termination of Merger Agreement. Notwithstanding anything This Agreement shall terminate, automatically and without notice, if, prior to the contrary contained hereinEffective Time, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effectterms.
Appears in 6 contracts
Samples: Outsourcing Agreement (Global Healthcare Exchange, LLC), Outsourcing Agreement (Global Healthcare Exchange, LLC), Outsourcing Agreement (Neoforma Inc)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that If for any reason the Merger Agreement is terminated in accordance with its terms prior pursuant to the Closingterms thereof, this Agreement and all rights and obligations of the parties hereunder Amendment shall automatically terminate and be of no further force or effecteffect and the Rights Agreement shall remain the same as it existed immediately prior to the execution of this Amendment, and the Company shall notify the Rights Agent promptly after such termination of the Merger Agreement.
Appears in 4 contracts
Samples: Section 382 Tax Benefits Preservation Plan (Support.com, Inc.), Rights Agreement (Perceptron Inc/Mi), Rights Agreement
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in In the event that the Merger Agreement is terminated in accordance with its terms terminates prior to the ClosingMerger, this Agreement and all rights and obligations of the parties hereunder shall automatically thereupon terminate and be of no further force or effect.
Appears in 3 contracts
Samples: Separation, Consulting and Non Competition Agreement (Olsten Corp), Separation, Consulting and Non Competition Agreement (Olsten Corp), Separation, Consulting and Non Competition Agreement (Olsten Corp)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in In the event that of the termination of the Merger Agreement is terminated in accordance with its terms prior to the Closingterms, without any further action by any Party, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and become void and have no effect. Contemporaneously with the termination of this Agreement pursuant to the immediately preceding sentence, the Existing Investment Agreement shall be of no further reinstated and shall be in full force or effectand effect to the same extent it would have been if this Agreement had not been entered into.
Appears in 3 contracts
Samples: Investment and Strategic Cooperation Agreement (Henderson Group PLC), Investment and Strategic Cooperation Agreement (Henderson Group PLC), Investment and Strategic Cooperation Agreement (Janus Capital Group Inc)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that the Merger This Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effecteffect upon the termination of the Merger Agreement.
Appears in 2 contracts
Samples: Employment Agreement (Hagler Bailly Inc), Employment Agreement (Hagler Bailly Inc)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in In the event that the Merger Agreement is terminated by Company or HEOP in accordance with its terms prior to the Closingterms, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be none of no the parties hereto shall have any further force liability or effectobligation to the other(s) with respect to the subject matter hereof in connection with the Warrants.
Appears in 2 contracts
Samples: Merger Agreement (Heritage Oaks Bancorp), Merger Agreement (Mission Community Bancorp)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained hereinEffective immediately, in the event that the Merger Agreement is shall be terminated in accordance with its terms prior to without further action on the Closing, this Agreement and all rights and obligations part of the parties hereunder thereto, and none of the provisions of the Merger Agreement shall automatically terminate and be of no any further force or effecteffect as of such time, including, without limitation, provisions of the Merger Agreement which by their terms would otherwise have survived the termination of the Merger Agreement.
Appears in 2 contracts
Samples: Termination and Release Agreement (ACE Convergence Acquisition Corp.), Termination and Release Agreement (Crescent Acquisition Corp)
Termination of Merger Agreement. Notwithstanding anything to Effective immediately upon execution of this Agreement by each of the contrary contained hereinParties, in the event that the Merger Agreement is terminated in accordance with its terms prior to the ClosingAgreement, this Agreement and all rights and obligations of each of the parties hereunder Parties thereunder, shall automatically terminate and be of no further force or effectand effect and the sole binding and enforceable rights and obligations of the Parties to each other shall be those rights and obligations provided for in this Agreement, the Promissory Note, as amended by the Allonge, and the Confidentiality Agreement.
Appears in 2 contracts
Samples: Mutual Release and Settlement Agreement (Trident Rowan Group Inc), Mutual Release and Settlement Agreement (Trident Rowan Group Inc)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that if the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect.
Appears in 2 contracts
Samples: Employment Agreement (Sarcos Technology & Robotics Corp), Lock Up Agreement (Sarcos Technology & Robotics Corp)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that If the Merger Agreement is terminated in accordance with its terms prior to the Closingterminates, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect.
Appears in 2 contracts
Samples: Non Solicitation Agreement (Petrohawk Energy Corp), Non Solicitation Agreement (KCS Energy Inc)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that This Agreement shall automatically terminate if the Merger Agreement is terminated in accordance with its terms for any reason prior to the Closing, this Agreement and all rights and obligations closing of the parties hereunder shall automatically terminate and be of no further force or effectMerger.
Appears in 1 contract
Samples: Stock Purchase Agreement (Lecg Corp)
Termination of Merger Agreement. Notwithstanding anything The parties agree that the obligations of the Company set forth herein shall be subject to the contrary contained herein, in closing of the event that Merger Agreement. If the Merger Agreement is terminated in accordance with its terms prior to the Closingconsummation of the Merger, then this Agreement shall be, automatically and all rights and obligations without further action by the parties hereto, terminated as of the parties hereunder shall automatically terminate and be termination date of no further force or effectthe Merger Agreement.
Appears in 1 contract
Samples: Registration Rights Agreement (Electrum Mining LTD)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effecteffect upon the earlier of (i) the termination of the Merger Agreement pursuant to its terms and (ii) the date on which none of the Purchaser or any holder of Restricted Securities has any rights or obligations hereunder.
Appears in 1 contract
Termination of Merger Agreement. Notwithstanding anything to the contrary contained hereinany other provision of this Agreement, in the event that the Merger Agreement is terminated in accordance with its terms for any reason prior to the Closingeffective time of the Merger, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force party shall have any obligation or effectliability hereunder.
Appears in 1 contract
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect; provided that, such termination shall not affect any Liability on the part of any party for (i) a material breach of any covenant or agreement set forth in this Agreement prior to such termination or (ii) Fraud.
Appears in 1 contract
Samples: Lock Up Agreement (Star Peak Energy Transition Corp.)
Termination of Merger Agreement. Notwithstanding anything to This Agreement shall immediately terminate, without any further action by the contrary contained hereinparties hereto, in the event at such time, if any, that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effectterms.
Appears in 1 contract
Samples: Founder Share Transfer Agreement (Banzai International, Inc.)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained any other provision herein, in the event that this Agreement shall terminate and shall be of no force or effect if the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effectterminates for any reason.
Appears in 1 contract
Samples: Employment Agreement (Western Alliance Bancorporation)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained hereinEffective immediately, in the event that the Merger Agreement is shall be terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations none of the parties hereunder provisions of the Merger Agreement shall automatically terminate and be of no any further force or effecteffect as of such time, including, without limitation, provisions of the Merger Agreement which by their terms would otherwise have survived the termination of the Merger Agreement.
Appears in 1 contract
Samples: Termination Agreement and Release (Cumulus Media Inc)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect; provided that, such termination shall not affect any Liability on the part of any party for a willful breach of any covenant or agreement set forth in this Agreement prior to such termination.
Appears in 1 contract
Termination of Merger Agreement. Notwithstanding anything to Effective immediately, the contrary contained hereinMerger Agreement shall be terminated and none of the provisions of the Merger Agreement shall be of any further force or effect as of such time, in including provisions of the event Merger Agreement which by their terms would otherwise have survived the termination of the Merger Agreement. The Parties hereby acknowledge and agree that the Merger Agreement is terminated in accordance with its terms prior pursuant to the Closing, this Agreement and all rights and obligations Section 9.1(a) of the parties hereunder shall automatically terminate and be of no further force or effectMerger Agreement.
Appears in 1 contract
Termination of Merger Agreement. Notwithstanding anything to This Agreement shall be binding upon each party upon closing of the contrary contained herein, in transactions contemplated by the Merger Agreement. In the event that the Merger Agreement is validly terminated in accordance with its terms prior to the Closingsuch closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and become null and void and be of no further force or effect, and the parties shall have no obligations hereunder.
Appears in 1 contract
Samples: Registration Rights Agreement
Termination of Merger Agreement. Notwithstanding anything in this Agreement to the contrary contained hereincontrary, in the event that of a termination of the Merger Agreement is terminated in accordance with its terms prior to the ClosingAgreement, this Agreement shall automatically terminate, becoming null and all rights void without survival of the terms and conditions hereof, and with no continuing obligations of the parties hereunder shall automatically terminate and be of no further force or effecteither party.
Appears in 1 contract
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that the Merger This Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be the obligations of no further force or effecteach party hereto shall cease upon the termination of the Merger Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Alexion Pharmaceuticals Inc)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that If the Merger Agreement is validly terminated in accordance with its terms prior to the ClosingEffective Time, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of with no further force or effectobligations on the part of any party hereto.
Appears in 1 contract
Samples: Assignment, Assumption and Amendment Agreement (PEP TG Investments LP)
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in the event that If for any reason the Merger Agreement is terminated in accordance with its terms prior pursuant to the Closingterms thereof, then this Agreement and all rights and obligations of the parties hereunder Amendment shall automatically terminate and shall be of no further force or effecteffect and the Agreement shall remain exactly the same as it existed immediately prior to execution of this Amendment. The Company shall promptly notify the Rights Agent in writing if the Merger Agreement is terminated.
Appears in 1 contract
Termination of Merger Agreement. Notwithstanding anything to the contrary contained herein, in In the event that the Merger Agreement is terminated for any reason, then this Agreement shall simultaneously terminate without the need for further action by either party, in accordance with its terms prior which event this Agreement shall be null and void and neither party shall have any further obligation to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effectother.
Appears in 1 contract