Common use of When Agreement May Be Terminated Clause in Contracts

When Agreement May Be Terminated. This Agreement may be terminated at any time prior to Closing: (i) By mutual consent of Purchaser and the Shareholder Representative; (ii) By Purchaser if there has been a material misrepresentation by the Shareholders or a material breach by the Shareholders of any of their warranties or covenants, and such breach shall not have been cured within 10 days after notice thereof has been delivered by Purchaser to the Shareholder Representative (or in any event prior to the date of Closing), or if any of the conditions specified in Section 6.1 hereof shall not have been fulfilled by the time required and shall not have been waived by Purchaser; (iii) By the Shareholder Representative, if there has been a material misrepresentation by Purchaser, or a material breach by Purchaser of any of its warranties or covenants, and such breach shall not have been cured within 10 days after notice thereof has been delivered by the Shareholder Representative to Purchaser (or in any event prior to the date of Closing), or if any of the conditions specified in Section 6.2 hereof shall not have been fulfilled by the time required and shall not have been waived by the Shareholder Representative; (iv) By Purchaser or the Shareholder Representative if Closing shall not have occurred prior to August 15, 2004; provided, however, that Purchaser or the Shareholder Representative may terminate this Agreement pursuant to this subparagraph (iv) only if Closing shall not have occurred by such date for a reason other than a failure by such party to satisfy the conditions to Closing of the other party set forth in Sections 6.1 or 6.2 hereof, as applicable that are within the control of such party.

When Agreement May Be Terminated. This Agreement may be terminated at any time prior to Closing: (i) By mutual written consent of Purchaser CTC and the Shareholder RepresentativeDI; (ii) By Purchaser CTC if there has been a material misrepresentation by the Shareholders or a material breach by DI or the DI Shareholders of any of their warranties or covenants, and such breach shall not have been cured within 10 days after notice thereof has been delivered by Purchaser to the Shareholder Representative (or in any event prior to the date of Closing), or if any of the conditions specified in Section 6.1 hereof shall not have been fulfilled by the time required and shall not have been waived by PurchaserCTC; (iii) By the Shareholder Representative, DI if there has been a material misrepresentation by Purchaser, or a material breach by Purchaser CTC of any of its warranties or covenants, and such breach shall not have been cured within 10 days after notice thereof has been delivered by the Shareholder Representative to Purchaser (or in any event prior to the date of Closing), or if any of the conditions specified in Section 6.2 hereof shall not have been fulfilled by the time required and shall not have been waived by the Shareholder RepresentativeDI in writing; (iv) By Purchaser CTC or DI if the Shareholder Representative CTC Market Price is greater than $40 or less than $28; or (v) By CTC or DI if Closing shall not have occurred prior to August 15or on March 30, 20041997; provided, however, that Purchaser CTC or the Shareholder Representative DI may terminate this Agreement pursuant to this subparagraph (ivv) only if the Closing shall not have occurred by such date for a reason other than a willful or grossly negligent failure by such the party seeking to satisfy terminate this Agreement to provide for the satisfaction of the conditions to Closing the obligation of the other party to proceed with Closing as set forth in Sections Section 6.1 or 6.2 hereof, as applicable that are within respectively, which were in the control of such partythe party seeking to terminate this Agreement.

When Agreement May Be Terminated. This Agreement may be terminated at any time prior to Closing: (i) By mutual consent of Purchaser Buyer and the Shareholder RepresentativeSellers; (ii) By Purchaser Buyer if there has been a material misrepresentation by the Shareholders any Seller or a material breach by the Shareholders any Seller of any of their warranties or covenants, and such breach shall not have been cured within 10 ten (10) days after notice thereof has been delivered by Purchaser Buyer to the Shareholder Representative (or in any event prior to the date of Closing)Sellers, or if any of the conditions specified in Section 6.1 8.1 hereof shall not have been fulfilled by the time required and shall not have been waived by PurchaserBuyer; (iii) By the Shareholder Representative, Sellers if there has been a material misrepresentation by PurchaserBuyer, or a material breach by Purchaser Buyer of any of its warranties or covenants, and such breach shall not have been cured within 10 ten (10) days after notice thereof has been delivered by the Shareholder Representative Sellers to Purchaser (or in any event prior to the date of Closing)Buyer, or if any of the conditions specified in Section 6.2 8.2 hereof shall not have been fulfilled by the time required and shall not have been waived by the Shareholder RepresentativeSellers; (iv) By Purchaser Buyer or the Shareholder Representative Sellers if Closing shall not have occurred prior to August 15October 19, 20042001; provided, however, that Purchaser or the Shareholder Representative neither Buyer nor Sellers may terminate this Agreement pursuant to this subparagraph (iv) only if Closing shall not have occurred by such date for a reason other than a failure by such party to satisfy is in material breach of this Agreement on the conditions to Closing date of the other party set forth in Sections 6.1 or 6.2 hereof, as applicable that are within the control of such partytermination.