Certain Other Effects of Termination. In the event of the termination of this Agreement by either Seller or Purchaser as provided in Section 12.2:
(a) each Party, if so requested by any other Party, will return promptly every document furnished to it by such other Party (or any Subsidiary, division, associate or Affiliate of such other Party) in connection with the transactions contemplated by this Agreement, whether so obtained before or after the execution of this Agreement, and any copies thereof (except for copies of documents publicly available) that may have been made, and will use commercially reasonable efforts to cause its representatives and any representatives of financial institutions and investors and others to whom such documents were furnished promptly to return or destroy such documents and any copies thereof any of them may have made; and
(b) the Confidentiality Agreement will remain in full force and effect in accordance with Section 7.1 and survive termination of this Agreement.
Certain Other Effects of Termination. In the event of the termination of this Agreement by either the Company or Buyer as provided in Section 8.01, the Confidentiality Agreement will remain in full force and effect and survive the termination of this Agreement for a period of two (2) years following the date of such termination (and, notwithstanding anything contained in this Agreement or the Confidentiality Agreement to the contrary, the Confidentiality Agreement term will be automatically amended to be extended for such additional two (2) year period).
Certain Other Effects of Termination. In the event of the termination of this Agreement by either the Seller Representative or Purchaser as provided in Section 13.2:
(a) the Confidentiality Agreement shall remain in full force and effect in accordance with Section 8.4 and survive termination of this Agreement; and
(b) Section 3.24, Section 5.7, Section 13.3, this Section 13.4 and Article XV shall survive termination of this Agreement.
Certain Other Effects of Termination. (a) If the Parties terminate this Agreement pursuant to Section 7.1, Purchaser will return and/or destroy any information furnished to Purchaser in connection with this Agreement.
(b) If this Agreement is terminated pursuant to Section 7.1, then the Deposit (along with any accrued interest thereon), shall be returned to Purchaser less 50% of the fees and expenses of the Escrow Agent; provided that if this Agreement is terminated by Seller prior to the Closing pursuant to Section 7.1(e) (other than a termination arising from a material breach of the representations and warranties by Purchaser set forth in Section 4.4 as a result of any Proceeding initiated against Purchaser following the Effective Date), or by Purchaser pursuant to Section 7.1(b), the Deposit (and any accrued interest thereon less 50% of the fees and expenses of the Escrow Agent) shall be paid to Seller pursuant to the terms of the Escrow Agreement. Notwithstanding anything else to the contrary in this Agreement, any part of the Deposit forfeited to Seller pursuant to this Section 7.3(b) shall be paid to Seller in full and final settlement of all claims against Purchaser and its Designated Affiliates under this Agreement and the Transaction Documents in respect of the Contemplated Transactions that have not occurred as a result of such termination, and Purchaser and its Designated Affiliates shall have no further liability under this Agreement or the Transaction Documents in respect of such Contemplated Transactions.
(c) If this Agreement is terminated by Seller pursuant to Section 7.1(b), Seller shall reimburse Purchaser for any Losses incurred by Purchaser as a result of such termination. The amount of such Losses for which Purchaser may be entitled to reimbursement (if any) pursuant to this Section 7.3(c) shall be determined by binding arbitration in accordance with the procedures set forth in Section 11.11(b); provided, however, that the Parties agree that in no event shall the amount of Losses for which Purchaser may be entitled to reimbursement (if any) exceed the Termination Cap; provided, further, that for purposes of calculating any Losses pursuant to this Section 7.3(c), the limitations in Section 11.12 shall not apply. Notwithstanding anything else to the contrary in this Agreement, any amounts paid to Purchaser pursuant to this Section 7.3(c) shall be in full and final settlement of all claims against Seller and its Affiliates under this Agreement and the Transaction Documents i...
Certain Other Effects of Termination. In the event of the termination of this Agreement by either Seller or Purchaser as provided in Section 8.01: (a) each party, if so requested by any other party, will return or destroy promptly every document furnished to it by such other party (or any Affiliate or Advisor of such other party) in connection with the Transaction, whether so obtained before or after the execution of this Agreement, and any copies thereof (except for copies of documents publicly available) that may have been made, and will use reasonable best efforts to cause its Advisors and any Advisors of financial institutions, financing sources and others to whom such documents were furnished promptly to return or destroy such documents and any copies thereof any of them may have made; and (b) the Confidentiality Agreement will remain in full force and effect and survive the termination of this Agreement in accordance with its terms.
Certain Other Effects of Termination. In the event of the termination of this Agreement by either the Company or Purchaser as provided in Section 9.2:
(a) each Party, if so requested by any other Party, will destroy promptly all documents furnished to it by such other Party (or any Subsidiary, division, associate or Affiliate of such other Party) in connection with the Transactions, whether so obtained before or after the execution of this Agreement, and any copies thereof (except for copies of documents publicly available or that are subject to a bona fide document retention or electronic archiving system) that may have been made, and will use commercially reasonable efforts to cause its representatives and any representatives of financial institutions and investors and others to whom such documents were furnished promptly to destroy such documents and any copies thereof any of them may have made; and
(b) the Confidentiality Agreement will survive termination of this Agreement and will remain in full force and effect in accordance with its terms.
Certain Other Effects of Termination. In the event of the termination of this Agreement by either the Company or Buyer as provided in Section 8.01: each party, if so requested by any other party, will return promptly every document furnished to it by such other party (or any Affiliate or Advisor of such other party) in connection with the Transactions, whether so obtained before or after the execution of this Agreement, and any copies thereof (except for copies of documents publicly available) that may have been made, and will use reasonable best efforts to cause its Advisors and any Advisors of financial institutions, financing sources and others to whom such documents were furnished promptly to return such documents and any copies thereof any of them may have made; provided, however, that each party may retain copies, extracts or other reproductions in whole or in part, mechanical or electronic, of such documents, work papers and other materials in accordance with such party’s record retention policies and procedures or to the extent necessary to comply with applicable litigation, legal or regulatory requirements; provided, further, however, any documents, work papers or other materials retained pursuant to the foregoing proviso will remain subject to Section 5.05 and the Confidentiality Agreement.
Certain Other Effects of Termination. In the event of the termination of this Agreement by either the Company or Buyer as provided in Section 8.01, each party, if so requested by any other party, will return promptly every document furnished to it by such other party (or any Affiliate or Advisor of such other party) in connection with the Transactions, whether so obtained before or after the execution of this Agreement, and any copies thereof (except for copies of documents publicly available and copies that have been created pursuant to such party's automatic archiving or back-up procedures) that may have been made, and will use reasonable best efforts to cause its Advisors and any Advisors of financial institutions, financing sources and others to whom such documents were furnished promptly to return such documents and any copies thereof any of them may have made.
Certain Other Effects of Termination. In the event of the termination of this Agreement by either the Representative or the Purchaser as provided in Section 10.01:
(l) each party, if so requested by any other party, will return promptly every document furnished to it by such other party (or any Affiliate or representative of such other party) in connection with the transactions contemplated by this Agreement, whether so obtained before or after the execution of this Agreement, and any copies thereof (except for copies of documents publicly available) that may have been made, and will use commercially reasonable efforts to cause its representatives and any representatives of financial institutions, financing sources and others to whom such documents were furnished promptly to return such documents and any copies thereof any of them may have made in each case except to the extent retention of such documents is required by applicable Law, rule or regulation; and
(m) the Confidentiality Agreement will remain in full force and effect and survive the termination of this Agreement.
Certain Other Effects of Termination. In the event of the termination of this Agreement by either the Company or Purchaser as provided in Section 11.2:
(a) each party, if so requested by the other party, will comply with the provisions of Section 5 of the Confidentiality Agreement mutatis mutandis with respect to all documents furnished to it by the other party (or any subsidiary, division, associate or Affiliate of such other party) in connection with the transactions contemplated by this Agreement, whether so obtained before or after the execution of this Agreement, and any copies thereof (except for copies of documents publicly available) that may have been made; and
(b) the Confidentiality Agreement shall remain in full force and effect in accordance with Section 6.1 and survive termination of this Agreement.
