Merger Termination Agreement Sample Contracts

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MERGER TERMINATION AGREEMENT
Merger Termination Agreement • December 17th, 2008 • Edge Petroleum Corp • Crude petroleum & natural gas • Delaware
EX-10.3 5 d372322dex103.htm MERGER TERMINATION AGREEMENT Execution Version MERGER TERMINATION AGREEMENT
Merger Termination Agreement • May 5th, 2020 • Delaware

This Merger Termination Agreement (this “Agreement”) is entered into as of June 30, 2012 by and among Expedition Holding Company, Inc., a Delaware corporation (“Parent”), Expedition Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), and Quest Software, Inc., a Delaware corporation (“Quest”).

MERGER TERMINATION AGREEMENT
Merger Termination Agreement • December 23rd, 2011 • Poniard Pharmaceuticals, Inc. • Pharmaceutical preparations

THIS MERGER TERMINATION AGREEMENT, dated as of December 21, 2011, is entered into by and between Poniard Pharmaceuticals, Inc. (“Poniard”), a Washington corporation, and Allozyne, Inc. (“Allozyne”), a Delaware corporation. Any capitalized term which is undefined herein has the meaning assigned to it in the Agreement and Plan of Merger and Reorganization entered into by the parties as of June 22, 2011 (the “Agreement”).

RECITALS
Merger Termination Agreement • December 13th, 2005 • Medicis Pharmaceutical Corp • Pharmaceutical preparations • Delaware
MERGER TERMINATION AGREEMENT
Merger Termination Agreement • March 15th, 2010 • Metro Bancorp, Inc. • State commercial banks

This MERGER TERMINATION AGREEMENT, dated as of March 15, 2010, is entered into between Metro Bancorp, Inc., formerly known as Pennsylvania Commerce Bancorp, Inc., a Pennsylvania corporation (“Parent”), and Republic First Bancorp, Inc., a Pennsylvania corporation (the “Company”). Any capitalized term which is undefined herein has the meaning assigned to it in the Agreement and Plan of Merger entered into by the parties as of November 7, 2008 (“Agreement”).

MERGER TERMINATION AGREEMENT
Merger Termination Agreement • June 30th, 2005 • August Technology Corp • Optical instruments & lenses • Delaware

This Merger Termination Agreement (this “Agreement”) is entered into as of June 27, 2005 by and among Nanometrics Incorporated, a California corporation (“Parent”), Major League Merger Corporation, a Minnesota corporation and wholly owned subsidiary of Parent (“Merger Sub 1”), Minor League Merger Corporation, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub 2”) and August Technology Corporation, a Minnesota corporation (the “Company”).

MERGER TERMINATION AGREEMENT
Merger Termination Agreement • March 5th, 2018 • Sparton Corp • Printed circuit boards • Ohio

This MERGER TERMINATION AGREEMENT (this “Agreement”), dated as of March 4, 2018, is by and among Ultra Electronics Holdings plc, a company organized under the Laws of England and Wales (“Parent”), Ultra Electronics Aneira Inc., an Ohio corporation and an indirect wholly-owned Subsidiary of Parent (“Merger Sub”), and Sparton Corporation, an Ohio corporation (the “Company” and, together with Parent and Merger Sub, the “Parties”). Capitalized terms used but not defined herein have the respective meanings given to them in the Merger Agreement (as defined below).

ARTICLE I
Merger Termination Agreement • September 4th, 1998 • Fidelity National Financial Inc /De/ • Title insurance • Delaware
MERGER TERMINATION AGREEMENT
Merger Termination Agreement • November 29th, 2011 • Alliance Bankshares Corp • National commercial banks • Maryland

THIS MERGER TERMINATION AGREEMENT (this “Agreement”), made as of this 28th day of November, 2011, by and among Eagle Bancorp, Inc. (“Eagle”), a corporation organized and existing under the laws of the State of Maryland; EagleBank, a Maryland chartered commercial bank and a wholly-owned subsidiary of Eagle (“EagleBank”); Alliance Bankshares Corporation (“Alliance”), a corporation organized and existing under the laws of the Commonwealth of Virginia; and Alliance Bank Corporation, a Virginia chartered commercial bank and a wholly-owned subsidiary of Alliance (“Alliance Bank”).

MERGER TERMINATION AGREEMENT
Merger Termination Agreement • December 14th, 2022 • Mobile Infrastructure Corp • Real estate investment trusts • Maryland

This Merger Termination Agreement (this “Agreement”), dated as of December 12, 2022, is by and between Mobile Infrastructure Corporation, a Maryland corporation (“MIC”, or alternatively, the “Company”), and Mobile Infrastructure Trust, a Maryland real estate investment trust (“MIT”, and together with the Company, the “Parties”). Capitalized terms used but not defined herein have the respective meanings given to them in that certain Agreement and Plan of Merger, dated as of May 27, 2022, by and between the Parties, as amended and restated by that certain Amended and Restated Agreement and Plan of Merger, dated as of September 26, 2022 (the “Merger Agreement”).

MERGER TERMINATION AGREEMENT
Merger Termination Agreement • December 13th, 2005 • Inamed Corp • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

This Merger Termination Agreement (this “Agreement”) is entered into as of December 13, 2005 by and among Medicis Pharmaceutical Corporation, a Delaware corporation (“Parent”), Masterpiece Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Inamed Corporation, a Delaware corporation (the “Company”).

ARTICLE I
Merger Termination Agreement • November 13th, 1998 • Matrix Capital Corp /Co/ • Mortgage bankers & loan correspondents • Delaware
MERGER TERMINATION AGREEMENT
Merger Termination Agreement • June 16th, 2021 • Sunnyside Bancorp, Inc. • Savings institution, federally chartered • Delaware

This Merger Termination Agreement (this “Agreement”) is entered into as of June 16, 2021 by and between DLP Bancshares, Inc., a Delaware corporation (“DLP Bancshares”) and Sunnyside Bancorp, Inc., a Maryland corporation (“Sunnyside Bancorp”).

MERGER TERMINATION AGREEMENT
Merger Termination Agreement • March 15th, 2010 • Republic First Bancorp Inc • State commercial banks

This MERGER TERMINATION AGREEMENT, dated as of March 15, 2010, is entered into between Metro Bancorp, Inc., formerly known as Pennsylvania Commerce Bancorp, Inc., a Pennsylvania corporation (“Parent”), and Republic First Bancorp, Inc., a Pennsylvania corporation (the “Company”). Any capitalized term which is undefined herein has the meaning assigned to it in the Agreement and Plan of Merger entered into by the parties as of November 7, 2008 (“Agreement”).

MERGER TERMINATION AGREEMENT
Merger Termination Agreement • June 29th, 2009 • Berkshire Hills Bancorp Inc • Savings institutions, not federally chartered • Delaware

This Merger Termination Agreement (this “Agreement”) is entered into as of June 25, 2009 by and between Berkshire Hills Bancorp, Inc. (“Berkshire Hills Bancorp”), a Delaware corporation, and CNB Financial Corp. (“CNB Financial”), a Massachusetts corporation.

MERGER TERMINATION AGREEMENT
Merger Termination Agreement • June 29th, 2009 • CNB Financial Corp. • National commercial banks • Delaware

This Merger Termination Agreement (this “Agreement”) is entered into as of June 25, 2009 by and between Berkshire Hills Bancorp, Inc. (“Berkshire Hills Bancorp”), a Delaware corporation, and CNB Financial Corp. (“CNB Financial”), a Massachusetts corporation.

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