Termination Closing Clause Samples
The Termination Closing clause defines the procedures and obligations that apply when a transaction is terminated before its intended completion. Typically, this clause outlines the steps both parties must take to unwind the deal, such as returning deposits, transferring documents, or settling outstanding payments. Its core practical function is to ensure an orderly and fair resolution if the transaction does not proceed, minimizing disputes and clarifying each party’s responsibilities upon termination.
Termination Closing. In addition to the performance by Maintenance Contractor of the requirements set forth in the Maintenance Transition Plan, on the effective date of the termination of this Capital Maintenance Agreement or upon expiration of a Maintenance Term without extension thereof by TxDOT, Maintenance Contractor shall deliver to TxDOT:
(a) Any reports then required to be delivered pursuant to the Maintenance Transition Plan or otherwise required by the CMA Documents;
(b) Subcontracts and other agreements which TxDOT agrees in writing to assume in accordance with Section 14.4; and
(c) Possession and control of the Project in the condition Maintenance Contractor is required to maintain at that time under this Capital Maintenance Agreement.
Termination Closing. In addition to the performance by DB Contractor of the requirements set forth in the Maintenance Transition Plan, on the effective date of the termination of this CMA, DB Contractor shall deliver to TxDOT:
(a) Any reports then required to be delivered pursuant to the Maintenance Transition Plan or otherwise required by the CMA Documents;
(b) Subcontracts and other agreements that TxDOT agrees, in writing, to assume in accordance with Section 14.4; and
(c) Possession and control of the Project in the condition DB Contractor is required to maintain at that time under this CMA.
Termination Closing. The closing ("TERMINATION CLOSING") of the transactions contemplated by Section 1 of this Agreement shall take place at the offices of ▇▇▇▇▇▇▇, Savage, Kaplowitz, Wolf & Marcus, LLP, ▇▇▇ ▇. ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ at 2:00 p.m. on September 28, 2004 or at such other time and place as the Parties may agree ("TERMINATION CLOSING DATE").
Termination Closing. The Termination Closing shall not be ------------------- subject to any conditions other than as set forth in this Section 14, and the Company shall have no obligation to make any representations or warranties as of the date of, and in connection with, the Termination Closing, except as set forth in Section 9.29. At the Termination Closing, the following shall occur:
Termination Closing. 7 14.1 Opinion of the Company's Counsel.............................. 7 14.2
Termination Closing. On the Termination Closing Date, the ------------------- Company shall remake the representations and warranties contained in Sections 9.4, 9.5, 9.13, 9.19 and 9.20.
Termination Closing. 92 14.3 DB Contractor’s Responsibilities After Receipt of a Notice of Termination .............. 92 14.4