Effect of Termination or Abandonment. In the event of the termination of this Agreement and the abandonment of the Merger pursuant to Section 10.1, this Agreement shall become null and void, and there shall be no liability of one party to the other or any restrictions on the future activities on the part of any party to this Agreement, or its respective directors, officers or shareholders, except that: (i) the Confidentiality Agreement, this Section 10.2, Section 10.3 and Article 11 shall survive such termination and abandonment; and (ii) no such termination shall relieve the breaching party from liability resulting from any willful and material breach by that party of this Agreement.
Effect of Termination or Abandonment. If for any reason the transactions contemplated hereby are terminated or abandoned pursuant to Section 9.2 hereof, all written schedules and other information and all copies of material from the books and records of any party heretofore furnished to any other party shall be returned promptly to the party furnishing the same and, in such event, the provisions of this Agreement relating to confidential information shall survive the termination of this Agreement and the abandonment of the reorganization.
Effect of Termination or Abandonment. In the event of the termination and abandonment of this Agreement pursuant to Section 10.1, written notice thereof shall forthwith be given to the other parties and this Agreement shall become void and have no effect without liability of any party to any other party except as set forth below, except the provisions of Section 11.10 (Expenses); and Section 11.6 (Confidentiality; Press Releases and Public Announcements), shall survive. The parties hereto acknowledge that the Closing hereunder is subject to further due diligence and contingencies. Accordingly, the parties agree that no fee, penalty or other damages shall be due or payable for termination of this Agreement, with or without cause, by any party hereto.
Effect of Termination or Abandonment. In the event of the lawful termination of this Agreement and the abandonment of the Merger pursuant to Section 13.1, this Agreement shall become null and void, BIF shall bear all BIF Transactional Expenses, FDB shall bear all FDB Transactional Expenses, and there shall be no liability of one party to the other or any restrictions on the future activities on the part of any party hereto, or its directors, officers or stockholders, except for the obligations of BIF and FDB concerning confidentiality referred to in Sections 6.1 and 7.1, respectively, and except as provided under Sections 13.3, 13.4 and 13.5.
Effect of Termination or Abandonment. Nothing contained in this Agreement shall relieve any party from any liability for any inaccuracy, misrepresentation or breach of this Agreement, the Affiliate Agreements, the Merger Agreement, the Stock Option Agreement or the Irrevocable Proxy Agreement prior to termination.
Effect of Termination or Abandonment. (a) In the event of termination of this Agreement or the abandonment of the Merger by either Parent, Acquisition Sub or the Company as provided in Section 9.1 without the breach of any covenant or obligation of the Company on the one hand, or the Parent and Acquisition Sub on the other hand, contained in this Agreement or any related agreement (including the exhibits thereto), there shall be no liability on the part of either the Company or Parent or Acquisition Sub or their respective officers or directors, except for the fees provided for in Section 9.2(b), (c) and (e), provided, nothing contained in this Agreement shall relieve any party from any liability for any inaccuracy, misrepresentations or breach of this Agreement prior to termination.
Effect of Termination or Abandonment. In the event of the ------------------------------------ termination of this Agreement and the abandonment of the Merger pursuant to Section 11.1, this Agreement shall become null and void, MNB shall bear all MNB Transactional Expenses, LBI shall bear all LBI Transactional Expenses, and there shall be no liability of one party to the other or any restrictions on the future activities on the part of any party to this Agreement, or its respective directors, officers or stockholders, except for the obligations of MNB and LBI concerning confidentiality referred to in Section 6.1 and Section 7.1, respectively, and except as provided under Section 11.3, Section 11.4 and Section 11.5.
Effect of Termination or Abandonment. (a) In the event of the termination of this Agreement and the abandonment of the Merger pursuant to Section 10.1, this Agreement shall become null and void, and there shall be no liability of one party to the other or any restrictions on the future activities on the part of any party to this Agreement, or its respective directors, officers or shareholders, except that: (i) the Confidentiality Agreement, this Section 10.2 and Article 11 shall survive such termination and abandonment; and (ii) notwithstanding anything to the contrary contained in this Agreement, neither First Defiance nor United Community shall be relieved or released from any liabilities or damages arising out of fraud or its Willful Breach of any provision of this Agreement occurring prior to termination. “
Effect of Termination or Abandonment. In the event of the termination of this Agreement and the abandonment of the Merger pursuant to Section 11.1:
Effect of Termination or Abandonment. If for any reason ------------------------------------ the transactions contemplated hereby are terminated or abandoned pursuant to Section 8.2 hereof, all written schedules and other information and all copies of material from the books and records of any party heretofore furnished to any other party shall be returned promptly to the party furnishing the same. Termination of this Agreement shall terminate all obligations of the parties hereunder except for the obligations under Sections 3.8, 3.13, 5.2, Article VII, Sections 8.2, 8.3, 8.4, 8.7, 8.8, 8.9, 8.10, 8.11, 8.12, 8.14 and 8.15.
