If the Closing has not been consummated on or before July 31, 2018, this Agreement may be terminated (a) by any Holder (except where any such Holder is in breach of this Agreement or has failed to perform or satisfy any closing condition applicable to it), as to such Holder’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Holders, or (b) by the Company (except for any breach by it or failure to perform or satisfy any closing condition applicable to it), by written notice to the other parties; provided , however , that such termination will not affect the right of any non-breaching party to sue or seek specific performance for any breach by any other party (or parties).