Common use of Effect of Termination Prior to Closing Clause in Contracts

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability on the part of either party hereto, except that nothing herein shall relieve either party from liability for any breach of any covenant or agreement in this Agreement.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Fly Leasing LTD), Securities Purchase Agreement (Fly Leasing LTD), Securities Purchase Agreement (Summit Aviation Partners LLC)

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Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.110.1, this Agreement shall forthwith become void and there shall be no liability on the part of either any party hereto, except ; provided that nothing herein shall relieve either any party hereto from liability for any breach of any covenant or agreement of this Agreement; and provided, further, that notwithstanding the foregoing, the terms of Section 11.1, Sections 11.2(b), Section 11.5, Section 11.6, Section 11.7, Section 11.9 and this Section 10.2 shall remain in full force and effect and shall survive any termination of this Agreement.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Rimini Street, Inc.), Securities Purchase Agreement (Rimini Street, Inc.), Securities Purchase Agreement (Rimini Street, Inc.)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.112.1, this Agreement shall forthwith become void and there shall be no liability on the part of either party hereto, except that nothing herein shall relieve either party from liability for any breach of any covenant or agreement set forth in this Agreement.

Appears in 3 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement (OEP AC Holdings, LLC), Securities Purchase Agreement (Arthrocare Corp)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.19.1, this Agreement shall forthwith become void and there shall be no liability on the part of either any party hereto, except ; provided that nothing herein shall relieve either any party hereto from liability for any breach of any covenant or agreement of this Agreement; and provided, further, that notwithstanding the foregoing, the terms of Section 10.1, Sections 10.2(b), Section 10.5, Section 10.6, Section 10.7, Section 10.9 and this Section 9.2 shall remain in full force and effect and shall survive any termination of this Agreement.

Appears in 2 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement (Rimini Street, Inc.)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability on the part of either party heretoParty hereto except (a) as set forth in Section 11.1, except that and (b) nothing herein shall relieve either party Party from liability Liability for any breach of any covenant or agreement in this AgreementAgreement prior to such termination.

Appears in 2 contracts

Samples: Product Acquisition and License Agreement (Shire PLC), Product Acquisition and License Agreement (Barr Pharmaceuticals Inc)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.1, this Agreement shall forthwith become void void, and there shall be no liability on the part of either party any Party hereto, except that nothing herein (a) the covenants and agreements set forth in Section 7.8(b), this Section 8.2, Article IX and Article X shall survive the termination of this Agreement and shall remain in full force and effect; and (b) the termination of this Agreement shall not relieve either party any Party from any liability for any breach of any covenant or agreement in this Agreement.

Appears in 2 contracts

Samples: Subscription Agreement (Williams Companies Inc), Subscription Agreement (Access Midstream Partners Lp)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.19.5, this Agreement shall forthwith become void and there shall be no liability on the part of either party hereto, Party hereto except that nothing herein shall relieve either party Party from liability for any breach of any covenant or agreement in this Agreement.

Appears in 1 contract

Samples: Distribution Agreement (Kos Pharmaceuticals Inc)

Effect of Termination Prior to Closing. In the event of termination of If this Agreement as provided in is terminated pursuant to Section 8.19.1 above, this Agreement all rights and obligations of the parties hereunder shall forthwith become void and there shall be no liability terminate without any Liability on the part of either party heretoany party, except that nothing herein shall relieve either party from liability for any Liability of any party then in breach of any representation, warranty, covenant or agreement in this Agreementobligation hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Methode Electronics Inc)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.111.4, this Agreement shall forthwith become void and there shall be no liability on the part of either party hereto, Party hereto except that nothing herein shall relieve either party Party from liability for any breach of any covenant or agreement in this Agreement.

Appears in 1 contract

Samples: Supply and Employee Agreement (Kos Pharmaceuticals Inc)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.19.1, this Agreement shall forthwith become void and there shall be no liability on the part of either party hereto, except that nothing herein shall relieve either party from liability for any breach of any covenant or agreement set forth in this Agreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Merge Healthcare Inc)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.19.1, this Agreement shall forthwith become void and there shall be no liability on the part of either party heretoParty hereto except (a) as set forth in Section 10.1, except that and (b) nothing herein shall relieve either party Party from liability Liability for any breach of any covenant or agreement in this AgreementAgreement prior to such termination.

Appears in 1 contract

Samples: Product Acquisition Agreement (Akorn Inc)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.17.1 hereof, this Agreement shall forthwith become void and there shall be have no effect without any liability or obligation on the part of either any party heretohereto as to which such termination has been duly effected (other than the provisions of Section 4.3, except Section 8 and Section 9 hereof and this Section 7.2); provided, however, that nothing herein shall relieve either any party from any liability for any breach by such party of any covenant its representations, warranties, covenants, or agreement agreements set forth in this AgreementAgreement prior to such termination.

Appears in 1 contract

Samples: Securities Purchase Agreement (Scientific Industries Inc)

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Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.112.1, this Agreement shall forthwith become void and there shall be no liability on the part of either party hereto, except that nothing herein shall relieve either party from liability for any breach of any covenant or agreement in of this Agreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Whole Foods Market Inc)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.17.1 hereof, this Agreement shall forthwith become void and there shall be have no effect without any liability or obligation on the part of either any party heretohereto as to which such termination has been duly effected (other than the provisions of Section 4.6, except Section 8 and Section 9 hereof and this Section 7.2); provided, however, that nothing herein shall relieve either any party from any liability for any breach by such party of any covenant its representations, warranties, covenants, or agreement agreements set forth in this AgreementAgreement prior to such termination.

Appears in 1 contract

Samples: Securities Purchase Agreement (Eclipse Resources Corp)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.19.01, this Agreement shall forthwith become void and there shall be no liability on the part of either any party heretohereto as to which such termination has occurred; provided, except however, that nothing herein shall relieve either any party from liability for any willful and material breach of any covenant or agreement in this Agreement.

Appears in 1 contract

Samples: Note Purchase Agreement (SYNERGY RESOURCES Corp)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability on the part of either party heretoParty hereto except (a) as set forth in Section 9.1, except that and (b) nothing herein shall relieve either party Party from liability Liability for any breach of any covenant or agreement in this Agreement.

Appears in 1 contract

Samples: Product Acquisition Agreement (Kos Pharmaceuticals Inc)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.110.1, this Agreement shall forthwith become void and there shall be no liability on the part of either party hereto, except that nothing herein shall relieve either party from liability for any breach of any covenant or agreement in this Agreement.

Appears in 1 contract

Samples: Option Agreement (FXCM Inc.)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.19.1 hereof, this Agreement shall forthwith become void and there shall be have no effect without any liability or obligation on the part of either any party heretohereto as to which such termination has been duly effected (other than the provisions of Section 8 and Section 10 hereof and this Section 9.2); provided, except however, that nothing herein shall relieve either any party from any liability for any breach by such party of any covenant its representations, warranties, covenants, or agreement agreements set forth in this AgreementAgreement prior to such termination.

Appears in 1 contract

Samples: Securities Purchase Agreement (Equity Bancshares Inc)

Effect of Termination Prior to Closing. In the event of termination of this Agreement as provided in Section 8.19.01, this Agreement shall forthwith become void and there shall be no liability on the part of either party hereto; provided, except however, that nothing herein shall relieve either any party from liability for any willful and material breach of any covenant or agreement in this Agreement. [Signature page follows.]

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Magellan Petroleum Corp /De/)

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