Common use of Termination of the Offer Clause in Contracts

Termination of the Offer. Merger Sub shall not (and Parent shall cause Merger Sub not to) terminate or withdraw the Offer prior to the Expiration Time unless this Agreement has been terminated in accordance with Section 11.01. Nothing in this Section 2.01 shall impair, limit or otherwise restrict the respective rights of the Company, Parent and Merger Sub to terminate this Agreement in accordance with Section 11.01. In the event that this Agreement is validly terminated in accordance with Section 11.01, Merger Sub shall (and Parent shall cause Merger Sub to) promptly (and in any event within one Business Day), irrevocably and unconditionally terminate the Offer. In the event that the Offer is validly terminated, Merger Sub shall not acquire any Shares pursuant to the Offer and shall cause any depositary for the Offer acting on its behalf to return, in accordance with Applicable Law, any tendered Shares to the registered holders thereof.

Termination of the Offer. Parent and Merger Sub shall not (and Parent shall cause Merger Sub not to) terminate or withdraw the Offer or permit the Offer to be terminated prior to the Offer Expiration Time (as it may be extended and re-extended in accordance with this Agreement), unless and until this Agreement has been is validly terminated in accordance with Section 11.01. Nothing in this Section 2.01 shall impair, limit or otherwise restrict the respective rights of the Company, Parent and Merger Sub to terminate this Agreement in accordance with Section 11.018.1. In the event that this Agreement is validly terminated in accordance with pursuant to Section 11.018.1 prior to any scheduled expiration of the Offer, Merger Sub shall (shall, and Parent shall cause Merger Sub to) , promptly (and but in any event within one not more than two (2) Business Day), Days after such termination) irrevocably and unconditionally terminate the Offer. In the event that If the Offer is validly terminatedterminated or withdrawn by Merger Sub, Merger Sub shall not acquire any Shares pursuant to the Offer promptly return, and shall cause any depositary for the Offer depository acting on its behalf of Merger Sub to return, all tendered Shares to the record holders thereof in accordance with Applicable Law, any tendered Shares to the registered holders thereof.

Termination of the Offer. Parent and Merger Sub shall not (and Parent shall cause Merger Sub not to) terminate or withdraw the Offer or permit the Offer to be terminated prior to the Offer Expiration Time (as it may be extended and re-extended in accordance with this Agreement), unless and until this Agreement has been is validly terminated in accordance with Section 11.01. Nothing in this Section 2.01 shall impair, limit or otherwise restrict the respective rights of the Company, Parent and Merger Sub to terminate this Agreement in accordance with Section 11.018.1. In the event that this Agreement is validly terminated in accordance with pursuant to Section 11.018.1 prior to any scheduled expiration of the Offer, Merger Sub shall (shall, and Parent shall cause Merger Sub to) , promptly (and but in any event within not more than one (1) Business Day), Day after such termination) irrevocably and unconditionally terminate the Offer. In the event that If the Offer is validly terminatedterminated or withdrawn by Merger Sub, Merger Sub shall not acquire any Shares pursuant to the Offer promptly return, and shall cause any depositary for the Offer depository acting on its behalf of Merger Sub to return, all tendered shares of Company Common Stock to the record holders thereof in accordance with Applicable applicable Law, any tendered Shares to the registered holders thereof.

Termination of the Offer. Parent and Merger Sub shall not (and Parent shall cause Merger Sub not to) terminate or withdraw the Offer or permit the Offer to be terminated prior to the Offer Expiration Time (as it may be extended and re-extended in accordance with this Agreement), unless and until this Agreement has been is validly terminated in accordance with Section 11.01. Nothing in this Section 2.01 shall impair, limit or otherwise restrict the respective rights of the Company, Parent and Merger Sub to terminate this Agreement in accordance with Section 11.018.01. In the event that this Agreement is validly terminated in accordance with pursuant to Section 11.018.01 prior to any scheduled expiration of the Offer, Merger Sub shall (shall, and Parent shall cause Merger Sub to) , promptly (and but in any event within not more than one (1) Business Day), Day after such termination) irrevocably and unconditionally terminate the Offer. In the event that If the Offer is validly terminatedterminated or withdrawn by Merger Sub, Merger Sub shall not acquire any Shares pursuant to the Offer promptly return, and shall cause any depositary for the Offer depository acting on its behalf of Merger Sub to return, all tendered Shares to the record holders thereof in accordance with Applicable Law, any tendered Shares to the registered holders thereof.

Termination of the Offer. Parent and Merger Sub shall not (and Parent shall cause Merger Sub not to) terminate or withdraw the Offer or permit the Offer to be terminated prior to the Offer Expiration Time (as it may be extended and re-extended in accordance with this Agreement), unless and until this Agreement has been is validly terminated in accordance with Section 11.01. Nothing in this Section 2.01 shall impair, limit or otherwise restrict the respective rights of the Company, Parent and Merger Sub to terminate this Agreement in accordance with Section 11.019.01. In the event that this Agreement is validly terminated in accordance with pursuant to Section 11.019.01 prior to any scheduled expiration of the Offer, Merger Sub shall (shall, and Parent shall cause Merger Sub to) , promptly (and but in any event within not more than one (1) Business DayDay after such termination), irrevocably and unconditionally terminate the Offer. In the event that the Offer is validly terminated, and Merger Sub shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Merger Sub or if this Agreement is validly terminated in accordance with Section 9.01 prior to the Acceptance Time, Merger Sub shall promptly return (and in any event within one (1) Business Day), and shall cause any depositary for the Offer depository acting on its behalf of Merger Sub to return, in accordance with Applicable Law, any all tendered Shares to the registered record holders thereofthereof in accordance with applicable Law.

Termination of the Offer. Parent and Merger Sub shall not (and Parent shall cause Merger Sub not to) terminate or withdraw the Offer or permit the Offer to be terminated prior to the Offer Expiration Time (as it may be extended and re-extended in accordance with Section ‎2.1(c)), unless and until this Agreement has been is validly terminated in accordance with Section 11.01. Nothing in this Section 2.01 shall impair, limit or otherwise restrict the respective rights of the Company, Parent and Merger Sub to terminate this Agreement in accordance with Section 11.01‎8.1. In the event that this Agreement is validly terminated in accordance with pursuant to Section 11.01‎8.1 prior to any scheduled expiration of the Offer, Merger Sub shall (shall, and Parent shall cause Merger Sub to) , promptly (and but in any event within not more than one (1) Business Day), Day after such termination) irrevocably and unconditionally terminate the Offer. In the event that If the Offer is validly terminatedterminated or withdrawn by Merger Sub, Merger Sub shall not acquire any Shares pursuant to the Offer promptly return, and shall cause any depositary for the Offer depository acting on its behalf of Merger Sub to return, all tendered shares of Company Common Stock to the record holders thereof in accordance with Applicable applicable Law, any tendered Shares to the registered holders thereof.