"This Agreement shall be terminated on the earlier of (i) the date of execution and delivery of the A&F Agreement; and (ii) 5:00 p.m. (Toronto time) on July 31, 2010 or such later date as mutually agreed, without any liability to the parties"

I read this as saying that the initial agreement of the JV will be terminated when the actual awaited JV Agreement is signed, or at 5 pm July 31st. OR such later date as agreed by both CRRC and KRY. This doesn't actually say that the awaited JV Agreement has to be signed by then, just that the existing agreement is null and void by the 31st, UNLESS they agree to keep it in effect.

They have obviously agreed to keep the tentative JV agreement in good standing, but the above doesn't actually refer to when the final JV Agreement has to be signed by, just how long the tentative agreement is in effect.

So, to me, they were being very careful not to have a specific date for the signing of the JV Agreement.

Does this make sense?

Pen