Common use of Effect of Pre-Closing Termination Clause in Contracts

Effect of Pre-Closing Termination. In the event of the valid termination of this Agreement in accordance with the terms of this Section 12.2, this Agreement shall thereupon and forthwith become void and of no further force or effect whatsoever, and there shall be no liability or obligation on the part of Buyer, Seller or their respective Affiliates or Representatives in connection herewith; provided, however, that no such termination shall relieve any Party from liability resulting from or arising out of any willful breach of such Party’s representations, warranties, covenants or agreements set forth herein or impair the right of any Party to compel specific performance by the other Party of its obligations under this Agreement; and provided further that the provisions of Section 8.5 (Confidentiality), this Section 12.2 and Article 14 shall remain in full force and effect and survive any termination of this Agreement under the terms of Section 12.1.

Effect of Pre-Closing Termination. In the event of the valid termination of this Agreement in accordance with the terms of this Section 12.211.2, this Agreement shall thereupon and forthwith become void and of no further force or effect whatsoever, and there shall be no liability or obligation on the part of BuyerBuyers, Seller Sellers or their respective Affiliates or Representatives representatives in connection herewith; provided, however, that no such termination shall relieve any Party from liability Liability resulting from or arising out of any willful intentional breach of such Party’s representations, warranties, covenants or agreements set forth herein or impair the right of any Party to compel specific performance by the other Party of its obligations under this Agreement; and provided further that the provisions of Section 8.5 (Confidentiality), Section 8.7 (Public Statements), this Section 12.2 11.2 and Article 14 13 shall remain in full force and effect and survive any termination of this Agreement under the terms of Section 12.111.1.

Effect of Pre-Closing Termination. In the event of the valid termination of this Agreement in accordance with the terms of this Section 12.2Article 11, this Agreement shall thereupon and forthwith become void and of no further force or effect whatsoever, and there shall be no liability or obligation on the part of Buyer, Seller Seller, Selling Subsidiary or their respective Affiliates or Representatives representatives in connection herewith; provided, however, that no such termination shall relieve any Party from liability resulting from or arising out of any willful breach of such Party’s representations, warranties, or covenants or agreements set forth herein prior to such termination or impair the right of any Party to compel specific performance by the other Party of its obligations under this Agreement; and provided further that the provisions of Section 8.5 7.5 (Confidentiality), Section 7.7 (Public Statements), this Section 12.2 11.2, Section 11.3 and Article 14 13 shall remain in full force and effect and survive any termination of this Agreement under the terms of Section 12.111.1.

Effect of Pre-Closing Termination. In the event of the valid termination of this Agreement in accordance with the terms of this Section 12.212.1, this Agreement shall thereupon and forthwith become void and of no further force or effect whatsoever, and there shall be no liability or obligation on the part of Buyer, Seller the Sellers or their respective Affiliates or Representatives representatives in connection herewith; provided, however, that no such termination shall relieve any Party from liability resulting from or arising out of any willful and intentional breach of such Party’s representations, warranties, covenants or agreements set forth herein or impair the right of any Party to compel specific performance by the other Party of its obligations under this Agreement; and provided further that the provisions of Section 8.5 (Confidentiality), Section 8.7 (Public Statements), this Section 12.2 and Article 14 15 shall remain in full force and effect and survive any termination of this Agreement under the terms of Section 12.1.

Effect of Pre-Closing Termination. In the event of the valid termination of this Agreement in accordance with the terms of this Section 12.211.2, this Agreement shall thereupon and forthwith become void and of no further force or effect whatsoever, and there shall be no liability or obligation on the part of Buyer, Seller or their respective Affiliates or Representatives in connection herewith; provided, however, that no such termination shall relieve any Party from liability resulting from or arising out of any willful and intentional breach of such Party’s representations, warranties, covenants or agreements set forth herein or impair the right of any Party to compel specific performance by the other Party of its obligations under this Agreement; and provided further that the provisions of Section 8.5 7.7 (Confidentiality), Section 7.9 (Public Statements), this Section 12.2 11.2 and Article 14 ARTICLE 13 shall remain in full force and effect and survive any termination of this Agreement under the terms of Section 12.111.1.

Effect of Pre-Closing Termination. In the event of the valid termination of this Agreement in accordance with the terms of this Section 12.211.2, this Agreement shall thereupon and forthwith become void and of no further force or effect whatsoever, and there shall be no liability or obligation on the part of Buyer, Seller Seller, Covenantors or their respective Affiliates or Representatives representatives in connection herewith; provided, however, that no such termination shall relieve any Party from liability Liability resulting from or arising out of any willful intentional breach of such Party’s representations, warranties, covenants or agreements set forth herein or impair the right of any Party to compel specific performance by the other Party of its obligations under this Agreement; and provided further that the provisions of Section 8.5 (Confidentiality), (Public Statements), this Section 12.2 11.2 and Article 14 13 shall remain in full force and effect and survive any termination of this Agreement under the terms of Section 12.111.1.