This Agreement shall terminate and shall have no further force or effect from and after the earlier to occur of (i) date upon which the stockholders of the Company, in any annual, special or adjourned meeting of the stockholders of the Company, or by written consent in lieu of any such meeting, approve the transactions contemplated by the Purchase Agreement, (ii) the termination of the Purchase Agreement in accordance with its terms and (iii) June 30, 2016, and thereafter there shall be no liability or obligation on the part of the Stockholders, provided , that no such termination shall relieve any party from liability for any willful or intentional breach of this Agreement prior to such termination.