Termination of Original Agreements. By executing this Agreement, each of Pegasus, Internexus, FondElec and the Company acknowledge and agree that the Original Agreements are superseded and replaced by this Agreement in their entirety, that the Original Agreements are of no further force or effect with respect to such parties, and that the rights of such parties relating to the registration of their Registrable Securities will be governed by this Agreement.
Termination of Original Agreements. 2.1 The Parties agree that, with effect from the Effective Date, all of the Original Agreements shall terminate including any provisions of them which expressly or impliedly are stated to survive such termination.
Termination of Original Agreements. Effective as of the Effective Date, SUPPLIER, NOVARTIS and Novartis Pharmaceuticals Corporation hereby agree that the Development, License and Supply Agreement and the License and Supply Agreement are terminated in all respects as of the Effective Date and that:
Termination of Original Agreements. The parties hereby agree that the Original Agreements shall terminate and be of no further force or effect, other than the section entitled “Other Provisions — (i) Securities Contract; Swap Agreement” and the section entitled “Other Provisions — (d) Indemnification” of the Forward Purchase Agreement, which will remain in full force and effect, upon the issuance of the Warrant as set forth herein which issuance shall constitute full satisfaction of all obligations owed by the Company or Meteora to the other under the Original Agreements; provided, that the parties hereby acknowledge and agree that, immediately prior to the effectiveness of the termination of the Forward Purchase Agreement: (a) the Number of Shares, equal to 3,734,062 Shares, shall be deemed free and clear of all obligations with respect to the Seller (including, but not limited to, Settlement and Optional Early Terminations) and subtracted from the Number of Shares, such that the Number of Shares shall be equal to zero; (b) the Prepayment Shortfall shall be deemed repaid in full to Seller and no future Shortfall Sales shall be made; and (c) a Valuation Date will be deemed to have occurred, provided, that the Maturity Consideration owed to Seller in connection therewith shall be deemed satisfied in full upon the issuance of the Warrant as set forth herein. For purposes of this Section 1.1, terms used and not otherwise defined shall have the meaning set forth in the Forward Purchase Agreement.
Termination of Original Agreements. Effective as of the consummation of the First Closing, the Original Agreements are hereby deemed terminated and of no further force or effect.
Termination of Original Agreements. The Company and each Purchaser, severally and not jointly, agrees that, effective upon the Closing and without further action by any of the parties hereto, each of the “Transaction Documents” as defined in the Original Purchase Agreement, including without limitation the Outstanding Indenture, Outstanding Notes and Outstanding Warrants, shall be terminated in their entirety, and neither the Company nor any Purchaser shall have any further rights under any of them. In addition, each Purchaser hereby acknowledges and agrees that Section 4(o) of the Original Purchase Agreement (entitled “Right of Participation in Additional Issuances of Securities”) shall not be applicable to any of the transactions contemplated by this Agreement.
Termination of Original Agreements. Effective as of the date hereof, each of the Original Agreements is hereby irrevocably terminated and shall be of no further force and effect. Each party hereby agrees that all of the duties and obligations of the other parties under each of the Original Agreements are hereby completely and irrevocably discharged as of the date hereof, and all of the rights and privileges of each party thereunder are hereby completely and irrevocably extinguished as of the date hereof.
Termination of Original Agreements. The Company and each Purchaser, severally and not jointly, agrees that, effective upon the Closing and without further action by
Termination of Original Agreements. The Parties hereby terminate as of March 31, 2007 (the "Effective Date"): (i) each Original Agreement, and (ii) any other agreements between the Parties relating to or arising from such agreements.
Termination of Original Agreements. Upon the completion of the Roadway, the Original Agreements shall terminate and the terms and conditions of this Agreement shall govern the use, maintenance and repair of the Roadway.
