Effect of Certain Terminations. In the event of termination of this Agreement pursuant to this ARTICLE X, all rights and obligations of the Parties under this Agreement shall terminate, except the provisions of Section 6.5, Section 6.6, this ARTICLE X and ARTICLE XI shall survive such termination; provided, however, that nothing herein shall relieve any Party from any liability for any intentional or willful and material breach by such Party of any of its representations, warranties, covenants or agreements set forth in this Agreement and all rights and remedies of a non-breaching Party under this Agreement in the case of such intentional or willful and material breach, at law or in equity, shall be preserved notwithstanding termination of this Agreement pursuant to this ARTICLE X.
Appears in 2 contracts
Samples: Contribution, Conveyance, Assignment and Assumption Agreement (Remora Royalties, Inc.), Contribution, Conveyance, Assignment and Assumption Agreement (Remora Royalties, Inc.)
Effect of Certain Terminations. In the event of termination of this Agreement pursuant to this ARTICLE XArticle VII, written notice thereof shall be given to the other party or parties, specifying the provision of this Agreement pursuant to which such termination is made, and this Agreement shall forthwith become null and void and there shall be no liability on the part of any party to this Agreement and all rights and obligations of the Parties parties hereto under this Agreement shall terminate, except the last sentence of Section 5.2 and the provisions of Section 6.55.5, Section 6.65.6, this ARTICLE X Article VII and ARTICLE XI Article VIII shall survive such termination; provided, however, that nothing herein shall relieve any Party party hereto from any liability for any intentional or willful and material breach by such Party Willful Breach of any of its representations, warranties, covenants covenant or agreements set forth other agreement contained in this Agreement and all rights and remedies of a non-breaching Party under this Agreement in the case of such intentional or willful and material breach, at law or in equity, shall be preserved notwithstanding termination of this Agreement pursuant to this ARTICLE X.Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Alon USA Partners, LP), Merger Agreement (Delek US Holdings, Inc.)
Effect of Certain Terminations. In the event of termination of this Agreement pursuant to this ARTICLE Article X, all rights and obligations of the Parties under this Agreement shall terminate, except the provisions of Section 6.5, Section 6.6, this ARTICLE Article X and ARTICLE Article XI shall survive such termination; provided, however, that nothing herein shall relieve any Party from any liability for any intentional or willful and material breach by such Party of any of its representations, warranties, covenants or agreements set forth in this Agreement and all rights and remedies of a non-breaching Party under this Agreement in the case of such intentional or willful and material breach, at law or in equity, shall be preserved notwithstanding termination of this Agreement pursuant to this ARTICLE Article X.
Appears in 2 contracts
Samples: Contribution, Conveyance, Assignment and Assumption Agreement (Kimbell Royalty Partners, LP), Contribution, Conveyance, Assignment and Assumption Agreement (Kimbell Royalty Partners, LP)
Effect of Certain Terminations. In the event of termination of this Agreement pursuant to this ARTICLE XArticle VIII, all rights and obligations of the Parties under this Agreement shall terminate, except the provisions of Section 6.55.2, Section 6.65.10, this ARTICLE X Section 5.11, Article VIII and ARTICLE XI Article IX shall survive such termination; provided, however, that nothing herein shall relieve any Party from any liability for any intentional or willful and material breach by such Party of any of its representations, warranties, covenants or agreements set forth in this Agreement and all rights and remedies of a non-breaching Party under this Agreement in the case of such intentional or willful and material breach, at law or in equity, shall be preserved notwithstanding termination of this Agreement pursuant to this ARTICLE X.preserved.
Appears in 2 contracts
Samples: Contribution Agreement (SemGroup Corp), Contribution Agreement (NGL Energy Partners LP)
Effect of Certain Terminations. In the event of termination of this Agreement pursuant to this ARTICLE XArticle XI, all rights and obligations of the Parties under this Agreement shall terminate, except the provisions of Section 6.57.2, Section 6.67.7, this ARTICLE X Section 7.8, Article XI and ARTICLE XI Article XII shall survive such termination; provided, however, that nothing herein shall relieve any Party from any liability for any intentional or willful and material breach by such Party of any of its representations, warranties, covenants or agreements set forth in this Agreement and all rights and remedies of a non-breaching Party under this Agreement in the case of such intentional or willful and material breach, at law or in equity, shall be preserved notwithstanding termination of this Agreement pursuant to this ARTICLE X.preserved.
Appears in 1 contract
Samples: Contribution, Purchase and Sale Agreement (NGL Energy Partners LP)