This Agreement may be terminated by any party hereto without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the Closing has not been consummated on or before December 31, 2017; provided , however , that such termination will not affect the right of any party to sue for any breach by the other party (or parties). Notwithstanding the foregoing, once the Purchaser has delivered the Purchase Price to the Company, the Company may not terminate this Agreement for any reason and shall be obligated to deliver the Shares and the Warrant to the Purchaser in accordance with the terms of this Agreement.