Termination Prior to Closing. (a) If the Closing has not occurred by January 6, 2017, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE and INTERLOK. (b) Prior to January 6, 2017, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE (in the case of a condition in Article VI) or INTERLOK (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE or INTERLOK may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 2 contracts
Samples: Share Exchange Agreement, Share Exchange Agreement (Butte Highlands Mining Company, Inc.)
Termination Prior to Closing. (a) If the Closing has not occurred by January 6October 31, 20172016, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE SELLER and INTERLOKLIBE.
(b) Prior to January 6October 31, 20172016, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII V II shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE LIBE (in the case of a condition in Article VI) or INTERLOK SELLER (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE LIBE or INTERLOK SELLER or ECPLLC may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any an y federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 2 contracts
Samples: Stock Exchange Agreement (Liberated Energy, Inc.), Stock Exchange Agreement (Liberated Energy, Inc.)
Termination Prior to Closing. (a) If the Closing has not occurred by January 6September 30, 20172004, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE SELLER, GNCC, ZMC and INTERLOK.the PRINCIPAL ZMC SHAREHOLDER;
(b) Prior to January 6September 30, 20172004, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE ZMC (in the case of a condition in Article VI) or INTERLOK SELLER (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE ZMC or INTERLOK SELLER may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 2 contracts
Samples: Stock Exchange Agreement (Zeolite Mining Corp.), Stock Exchange Agreement (Zeolite Mining Corp.)
Termination Prior to Closing. (a) If the Closing has not occurred by January 6February 21, 20172011, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE SELLERS, ADGLLC, WFSI and INTERLOK.the PRINCIPAL WFSI STOCKHOLDER;
(b) Prior to January 6February 21, 20172011, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE WFSI (in the case of a condition in Article VI) or INTERLOK SELLERS (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE WFSI or INTERLOK SELLERS may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 1 contract
Samples: Merger Agreement (Wellstone Filter Sciences Inc /De/)
Termination Prior to Closing. (a) If the Closing has not occurred by January 6November 30, 20172013, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE SELLER and INTERLOKMONAR.
(b) Prior to January 6November 30, 20172013, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE MONAR (in the case of a condition in Article VI) or INTERLOK SELLER (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE MONAR or INTERLOK SELLER may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 1 contract
Samples: Stock Exchange Agreement (Monar International Inc.)
Termination Prior to Closing. (a) If the Closing has not occurred by January 6September 30, 20172012, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE SELLERS and INTERLOKKOKO.
(b) Prior to January 6September 30, 20172012, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE KOKO (in the case of a condition in Article VI) or INTERLOK SELLERS (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE KOKO or INTERLOK SELLERS may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 1 contract
Samples: Exchange Agreement (Koko Ltd.)
Termination Prior to Closing. (a) If the Closing has not occurred by January 6May 31, 20172001, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE Seller, WWDI and INTERLOK.GRC;
(b) Prior to January 6May 31, 20172001, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE GRC (in the case of a condition in Article VIV1) or INTERLOK Seller (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE GRC or INTERLOK Seller may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 1 contract
Termination Prior to Closing. (a) If the Closing has not occurred by January 6September 15, 20172009, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE MBT SHAREHOLDERS, MBT, and INTERLOK.ESI;
(b) Prior to January 6September 8, 20172009, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE ESI (in the case of a condition in Article VI) or INTERLOK MBT SHAREHOLDERS (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE ESI or INTERLOK MBT SHAREHOLDERS may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 1 contract
Termination Prior to Closing. (a) If the Closing has not occurred by January 6March 31, 20172004, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE SELLER, LAIZHOU, ARBOR and INTERLOK.the PRINCIPAL ARBOR SHAREHOLDER;
(b) Prior to January 6March 31, 20172004, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE ARBOR (in the case of a condition in Article VIV1) or INTERLOK SELLER (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE ARBOR or INTERLOK SELLER may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 1 contract
Samples: Stock Exchange Agreement (Arbor Inc)
Termination Prior to Closing. (a) If the Closing has not occurred by January 6May 31, 20172014, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE SELLERS and INTERLOKNSLI.
(b) Prior to January 6May 31, 20172014, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE NSLI (in the case of a condition in Article VI) or INTERLOK SELLERS (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE NSLI or INTERLOK SELLERS may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 1 contract
Termination Prior to Closing. (a) If the Closing has not occurred by January 6December 31, 20172010, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE SELLER and INTERLOKVMII.
(b) Prior to January 6December 31, 20172010, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE VMII (in the case of a condition in Article VI) or INTERLOK SELLER (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE VMII or INTERLOK SELLER may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 1 contract
Samples: Stock Exchange Agreement (Virtual Medical International, Inc.)
Termination Prior to Closing. (a) If the Closing has not occurred by January 6July 31, 20172011, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE SELLERS and INTERLOKMONAR.
(b) Prior to January 6July 31, 20172011, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE MONAR (in the case of a condition in Article VI) or INTERLOK SELLERS (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE MONAR or INTERLOK SELLERS may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 1 contract
Samples: Stock Exchange Agreement (Monar International Inc.)
Termination Prior to Closing. (a) If the Closing has not occurred by January 6December 30, 20172005, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share ExchangeAcquisition. Notwithstanding the above, such deadline may be extended one or more times, only times by mutual written consent of BUTTE Sellers, Oriental Media and INTERLOK.MediaG3;
(b) Prior to January 6December 30, 20172005, if the Closing has not occurred, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE MediaG3 (in the case of a condition in Article VI) or INTERLOK Sellers (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE MediaG3 or INTERLOK Sellers may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange Acquisition has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or of proceeding of any kind against either or both parties.
Appears in 1 contract
Termination Prior to Closing. (a) If all of the Closing has terms and conditions of this Agreement have not occurred been satisfied by January 6July 29, 20172016, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE SELLERS, JILP and INTERLOKAEOG. Further in the event of termination of this Agreement each party will return all consideration it received from the other.
(b) Prior to January 6, 2017Closing, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE AEOG (in the case of a condition in Article VI) or INTERLOK SELLERS (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE AEOG or INTERLOK SELLERS may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 1 contract
Samples: Acquisition Agreement (Amazing Energy Oil & Gas, Co.)
Termination Prior to Closing. (a) If the Closing has not occurred by January 6December 30, 20172005, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share ExchangeAcquisition. Notwithstanding the above, such deadline may be extended one or more times, only times by mutual written consent of BUTTE Sellers, Little Sheep and INTERLOK.MediaG3;
(b) Prior to January 6December 30, 20172005, if the Closing has not occurred, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE MediaG3 (in the case of a condition in Article VI) or INTERLOK Sellers (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE MediaG3 or INTERLOK Sellers may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange Acquisition has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or of proceeding of any kind against either or both parties.
Appears in 1 contract
Termination Prior to Closing. (a) If the Closing has not occurred by January 6December 31, 20172009, any party may terminate this Agreement at any time thereafter by giving written notice of termination to the other, provided, however, that no party may terminate this Agreement if such party has breached any material terms or conditions of this Agreement and such breach has prevented the timely closing of the Share Exchange. Notwithstanding the above, such deadline may be extended one or more times, only by mutual written consent of BUTTE SELLER, ROPHE, and INTERLOK.DTI ;
(b) Prior to January 6December 31, 20172009, any party may terminate this Agreement following the insolvency or bankruptcy of the other party hereto, or if any one or more of the conditions to Closing set forth in Article VI or Article VII shall become incapable of fulfillment or there shall have occurred a material breach of this Agreement and either such condition of breach shall not have been waived by the party for whose benefit the condition was established, then BUTTE DTI (in the case of a condition in Article VI) or INTERLOK SELLER (in the case of a condition specified in Article VII) may terminate this Agreement. In addition, either BUTTE DTI or INTERLOK SELLER may terminate this Agreement upon written notice to the other if it shall reasonably determine that the Share Exchange has become inadvisable by reason of the institution or threat by any federal, state or municipal governmental authorities of a formal investigation or of any action, suit or proceeding of any kind against either or both parties.
Appears in 1 contract