This Agreement (except for Section 6 and Sections 8 through 15 , which shall survive indefinitely), and the obligation of the Equity Provider to fund the Contribution, will terminate automatically and immediately upon the earliest to occur of (a) the Closing Date, provided that the Equity Provider has satisfied its obligations with respect to the Closing Payment Contribution on or prior to the Closing Date, and (b) the date on which the Purchase Agreement has been validly terminated in accordance with its terms and, to the extent such termination results in the Buyer’s obligation to pay the Termination Fee in accordance with Section 8.2(d) thereof, the Buyer has paid the Termination Fee to the Sellers.