Methods of Termination Sample Clauses

Methods of Termination. This Agreement may be terminated and the transactions contemplated hereby may be abandoned at any time before the Closing:
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Methods of Termination. The transactions contemplated herein may be terminated and/or abandoned at any time but not later than the Closing:
Methods of Termination. 15 6.2. Procedure Upon Termination. 15
Methods of Termination. Unless waived by the Parties hereto in writing, the Transactions may be terminated and/or abandoned at any time but not later than the Closing:
Methods of Termination. This Agreement may be terminated and the Merger abandoned at any time notwithstanding approval thereof by the stockholders of Target, but not later than the Effective Date:
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Methods of Termination. This Agreement may be terminated and the Contemplated Transactions may be abandoned as follows: (a) by mutual written consent of Seller and Buyer; (b) by either of Seller, on the one hand, or Buyer, on the other hand, upon written notice to the other Party: (i) if the Closing has not occurred on or before September 5, 2024 (the “Initial Termination Date”), provided, however, that either Buyer or Seller may elect to extend the Initial Termination Date to December 4, 2024 (the “Extended Termination Date”), in the event the Closing has not occurred by the Initial Termination Date, due to the failure of any of the conditions set forth in Section 6.4 (Required Regulatory Approvals), Section 6.6 (No Burdensome Condition), or Section 7.4 (Required Regulatory Approvals) being met; provided that neither Seller nor Buyer may terminate this 70 4863-6343-8441 v.8 Agreement pursuant to this Section 9.1(b)(i) if it is in breach of any of its covenants or agreements and such breach has primarily caused or resulted in either (1) the failure to satisfy the conditions to its obligations to consummate the Closing set forth in ARTICLE VI or ARTICLE VII, as applicable, prior to the Termination Date or (2) the failure of the Closing to have occurred prior to the Termination Date; or (ii) if any Law having the effect set forth in Section 6.1 or Section 7.1 shall not have been reversed, stayed, enjoined, set aside, annulled or suspended and shall be in full force and effect and, in the case of any ruling, decree, judgment, injunction or order of any Governmental Authority (each, a “Restraint”), shall have become final and non-appealable; (c) by Buyer, if Seller shall have breached or failed to perform any of its representations, warranties, covenants or agreements set forth in this Agreement, which breach or failure to perform (i) would give rise to the failure of a condition set forth in Section 6.2 or Section 6.3, respectively, and (ii) cannot be cured by Seller by the Termination Date or, if capable of being cured, shall not have been cured within the earlier of one (1) Business Day prior to the Termination Date and thirty (30) days following receipt of written notice from Buyer stating Buyer’s intention to terminate this Agreement pursuant to this Section 9.1(c); provided that Buyer shall not have the right to terminate this Agreement pursuant to this Section 9.1(c) if it is then in material breach of any of its representations, warranties, covenants or other agreements hereu...
Methods of Termination. The Agreement shall be terminated in writing; the termination can be effected by sending a telefax letter whereby the original termination letter shall be sent to the other party by ordinary mail for confirmation without undue delay. The termination of this Agreement by e-mail communication shall be excluded.
Methods of Termination. This Agreement may be terminated and the transactions herein contemplated may be abandoned at any time, without liability to the terminating party:
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