Effect of Termination Survival. In the event of any termination of this Agreement pursuant to Section 2.1, this Agreement shall be terminated, and there shall be no further liability or obligation hereunder on the part of any Party, other than Section 1.6, Section 1.9, this Section 2.2 and Article III, which provisions shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Sequans Communications), Registration Rights Agreement (Sequans Communications), Registration Rights Agreement (Allot Ltd.)
Effect of Termination Survival. In the event of any termination of this Agreement pursuant to the first sentence of Section 2.17.1, this Agreement shall be terminated, and there shall be no further liability or obligation hereunder on the part of any Party, other than Section 1.6, Section 1.9, this Section 2.2 7.2 and Article IIIVIII, which provisions shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.27.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.
Appears in 4 contracts
Samples: Investor Rights Agreement (Outlook Therapeutics, Inc.), Investor Rights Agreement (Oncobiologics, Inc.), Stockholders' Agreement (American Axle & Manufacturing Holdings Inc)
Effect of Termination Survival. In the event of any termination of If this Agreement is terminated pursuant to Section 2.110.01, this Agreement shall be terminatedall rights and obligations of the Parties hereunder will terminate upon such termination and will become null and void, except that Section 1.01 (Definitions), Article XI (Miscellaneous) and there shall be no further liability or obligation hereunder on the part of any Party, other than Section 1.6, Section 1.9, this Section 2.2 10.02 (Effect of Termination; Survival) will survive any such termination and Article III, which provisions shall survive such terminationno Party will otherwise have any Liability to any other Party hereunder; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall 10.02 will relieve a any Party from liability Liability for any fraud or willful and material breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such terminationAgreement.
Appears in 4 contracts
Samples: Definitive Purchase Agreement (Kimberly Clark Corp), Definitive Purchase Agreement (Kimberly Clark Corp), Definitive Purchase Agreement (Kimberly Clark Corp)
Effect of Termination Survival. In the event of any termination of this Agreement pursuant to Section 2.18.1, this Agreement shall be terminated, and there shall be no further liability or obligation hereunder on the part of any Partyparty hereto as to whom the termination is effective, and this Agreement (other than Section 1.6Article I, Section 1.99.5, this Section 2.2 9.6, Section 9.7, Section 9.8, Section 9.10, and Article III, which provisions Section 9.11) shall survive thereafter be null and void as to such terminationparty; provided, however, that nothing contained in this Agreement (including this Section 2.28.2) shall relieve a Party any party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.
Appears in 3 contracts
Samples: Shareholders Agreement (Terex Corp), Stock and Asset Purchase Agreement (Terex Corp), Shareholder Agreement
Effect of Termination Survival. In the event of any The termination of this Agreement pursuant for any reason shall not release any Party from its liability to Section 2.1, this Agreement shall be terminatedthe other Parties for any accrued obligations and liabilities, and there shall be no further liability or obligation hereunder on the part provisions of any Party, other than this Section 1.614.3, Section 1.910, this Section 2.2 17 and Article III, which provisions Section 18 shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.
Appears in 2 contracts
Samples: Joint Venture Agreement (Sunpower Corp), Joint Venture Agreement (Sunpower Corp)
Effect of Termination Survival. In the event of any termination of this Agreement pursuant to Section 2.13.1, this Agreement shall be terminated, terminated and there shall be no further liability or obligation hereunder under any provisions on the part of any Party, other than Section 1.6, Section 1.9, this Section 2.2 and the provisions of Article IIIVI, which provisions shall survive such any termination; provided, however, that nothing contained in this Agreement (including this Section 2.23.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.
Appears in 2 contracts
Samples: Business Combination Agreement (Bungeltd), Business Combination Agreement (Bungeltd)
Effect of Termination Survival. In the event of any Upon termination of this Agreement pursuant to Section 2.16.1, this Agreement shall be terminated, void and of no effect and there shall be no further liability by reason of this Agreement or obligation hereunder the termination thereof on the part of any Party, other than party except for any liability arising out of a breach of any covenant in this Agreement prior to the date of termination or any covenant that survives pursuant to this Section 1.6, 6.2. The following provisions shall survive any termination of this Agreement: Section 1.95.8, this Section 2.2 6.2 and Article III, which provisions shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination8.
Appears in 2 contracts
Samples: Vessel Purchase Agreement, Vessel Purchase Agreement (Hercules Offshore, LLC)
Effect of Termination Survival. In the event of any termination of any provision of this Agreement pursuant to Section 2.19.1, such provision of this Agreement shall be terminated, and there shall be no further liability or obligation hereunder under such provision on the part of any Party, other than Section 1.6, Section 1.93.9, this Section 2.2 9.2 and Article IIIXII, which provisions shall survive such any termination; provided, however, that nothing contained in this Agreement (including this Section 2.29.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.
Appears in 2 contracts
Samples: Stockholders’ Agreement (INC Research Holdings, Inc.), Stockholders' Agreement (INC Research Holdings, Inc.)
Effect of Termination Survival. In the event of any termination of If this Agreement is terminated pursuant to Section 2.17.1 or Section 7.2, this Agreement shall be terminatedbecome void and of no further force or effect without liability of any Party (or any shareholder or Representative of such Party) to any other Party to this Agreement, except that this Section 7.3 and Section 8.2 through to and including Section 8.14 and Section 4.4(3) shall survive, and there provided that no Party shall be no further liability or obligation hereunder on the part relieved of any Party, other than Section 1.6, Section 1.9, this Section 2.2 and Article III, which provisions shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall relieve a Party from liability for any fraud or any intentional and material breach by it of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such terminationAgreement.
Appears in 2 contracts
Samples: Arrangement Agreement (Shockwave Medical, Inc.), Arrangement Agreement (Neovasc Inc)
Effect of Termination Survival. In the event of Following any termination of this Agreement pursuant to Section 2.1Agreement, this Agreement shall be terminated, and there shall be have no further liability force or obligation hereunder on the part of any Partyeffect, other than provided that:
(a) Section 1.6, Section 1.9, this Section 2.2 5.3 and Article III, which provisions VI shall survive such terminationany termination of this Agreement; provided, however, that nothing contained in and
(b) termination of this Agreement (including this Section 2.2) shall not relieve a Party party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.
Appears in 2 contracts
Samples: Shareholders Agreement (Red Mountain Capital Partners LLC), Shareholders Agreement (JCF FPK I Lp)
Effect of Termination Survival. In the event of any termination of this Agreement pursuant to Section 2.17.1(f), this Agreement shall be terminated, terminated and there shall be no further liability or obligation hereunder under any provisions on the part of any Party, other than Section 1.6, Section 1.9, this Section 2.2 and the provisions of Article IIIX, which provisions shall survive such any termination; provided, however, that nothing contained in this Agreement (including this Section 2.27.3) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.
Appears in 2 contracts
Samples: Business Combination Agreement (Bungeltd), Business Combination Agreement (Bungeltd)
Effect of Termination Survival. In the event of any termination of If this Agreement is terminated pursuant to Section 2.16.1 or Section 6.2, this Agreement shall be terminated, become void and there shall be of no further force or effect without liability or obligation hereunder on the part of any Party (or any shareholder, director, officer, employee, agent, consultant or representative of such Party) to any other Party to this Agreement, other than except that Section 1.62.10, Section 1.9Article 3, this Section 2.2 6.3 and Article III, which provisions Section 7.2 through to and including Section 7.16 shall survive such termination; providedin accordance with their terms, however, and provided further that nothing contained in this Agreement (including this Section 2.2) no Party shall relieve a Party from be relieved of any liability for any breach by it of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.
Appears in 2 contracts
Samples: Arrangement Agreement (Canopy Growth Corp), Arrangement Agreement
Effect of Termination Survival. In the event of any termination of this Agreement pursuant to Section 2.15.1, this Agreement shall be terminated, and there shall be no further liability or obligation hereunder on the part of any Partyparty hereto as to whom the termination is effective, other than Section 1.6, Section 1.9, this Section 2.2 and Article III, which provisions shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2other than Sections 6.5, 6.6, 6.9) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior thereafter be null and void as to such terminationparty.
Appears in 1 contract
Samples: Stockholders Agreement (Sunnova Energy International Inc.)
Effect of Termination Survival. In the event of any The termination of this Agreement pursuant for any reason shall not release any Party from its liability to Section 2.1, this Agreement shall be terminatedthe other Parties for any accrued obligations and liabilities, and there shall be no further liability or obligation hereunder on the part provisions of any Party, other than this Section 1.614.3, Section 1.910, this Section 2.2 17 and Article III, which provisions Section 18 shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.. 44
Appears in 1 contract
Samples: Joint Venture Agreement
Effect of Termination Survival. In the event of any termination of this Agreement pursuant to as provided in Section 2.110.1 hereof, the obligations of the parties hereunder shall cease, except for obligations under Sections 10.3 and 11.1 hereof. Termination of this Agreement shall be terminatednot affect any rights that any party may have (whether at law or in equity), consistent with the terms and there shall be no further liability or obligation hereunder on the part conditions of any Partythis Agreement, other than Section 1.6, Section 1.9, this Section 2.2 and Article III, which provisions shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall relieve a Party from liability for respect of any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to or following such termination.
Appears in 1 contract
Effect of Termination Survival. In the event of any the termination of this Agreement pursuant to Section 2.18.1, this Agreement shall be terminated, and there shall be no further liability or obligation hereunder on the part of any Partyparty, other than Section 1.6except that Sections 10.1, Section 1.9, this Section 2.2 10.2 and Article III, which provisions 10.5 shall survive any such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall relieve a Party any party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such terminationAgreement.
Appears in 1 contract
Effect of Termination Survival. In Unless agreed otherwise, in the event of any termination of this Agreement pursuant to Section 2.1as provided herein, this Agreement shall be terminated, forthwith become void and there no Party shall be no further liability or obligation hereunder on the part of any Party, other than Section 1.6, Section 1.9, obligated to continue to perform under this Section 2.2 and Article III, which provisions shall survive such terminationAgreement; provided, however, that (i) nothing contained in this Agreement (including this Section 2.2) herein shall relieve a any Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement that occurred before such termination and (ii) the terms of Article IV, Section 7.02, Article X, and Article XI (and any other provision of this Agreement that by its terms is intended to the extent occurring prior to survive) shall survive any such termination.
Appears in 1 contract
Samples: Joint Venture Governance and Shareholders Agreement (Chindex International Inc)
Effect of Termination Survival. In the event of any termination of this Agreement pursuant to as provided in Section 2.111.1 hereof, the obligations of the parties hereunder shall cease, except for obligations under Article 7 hereof. Termination of this Agreement shall be terminatednot affect any rights that any party may have (whether at law or in equity), consistent with the terms and there shall be no further liability or obligation hereunder on the part conditions of any Partythis Agreement, other than Section 1.6, Section 1.9, this Section 2.2 and Article III, which provisions shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall relieve a Party from liability for respect of any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.
Appears in 1 contract
Samples: Shareholder Agreement (Data Systems & Software Inc)
Effect of Termination Survival. In the event of any termination of If this Agreement pursuant to is terminated in accordance with Section 2.16.2, this Agreement shall be terminated, forthwith become void and there shall be of no further force or effect and no Party shall have any further obligations or liability or obligation hereunder on the part of any Party, other than except as provided in Section 1.64.2(b), Section 1.95.3, Section 5.4 and, this Section 2.2 6.4 and Article III, which provisions shall survive such termination; provided, however, that nothing contained Section 8.1 through to and including Section 8.10 and the Confidentiality Agreement and as otherwise expressly contemplated hereby. Nothing in this Agreement (including this Section 2.2) 6.4 shall relieve a any Party from of liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such its termination.
Appears in 1 contract
Effect of Termination Survival. In the event of any the termination of this Agreement pursuant to Section 2.1in accordance with this Article 8, this Agreement shall be terminated, forthwith have no further force or effect and there shall be no further liability or obligation hereunder on the part of any Party, other than Party except:
(a) as set forth in Section 1.6, Section 1.94.8, this Section 2.2 Article 8 and Article III9;
(b) in the event of termination by the Company in accordance with Section 5.1, which provisions shall survive such terminationas set forth in Section 5.2; provided, however, and
(c) that nothing contained in this Agreement (including this Section 2.2) shall relieve a any Party from liability for any wilful breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such terminationprovision hereof.
Appears in 1 contract
Samples: Arrangement Agreement (Marizyme Inc)
Effect of Termination Survival. In the event of any termination of this Agreement pursuant to Section 2.1, this Agreement shall be terminated, and there shall be no further liability or obligation hereunder on the part of any Party, other than Section 1.6, Section 1.9, this Section 2.2 and Article III, which provisions shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.
Appears in 1 contract
Samples: Registration Rights Agreement (Sequans Communications)
Effect of Termination Survival. In the event of any Upon termination of this Agreement pursuant to Section 2.1Subsection 5.1, this Agreement shall be terminated, void and of no effect and there shall be no further liability by reason of this Agreement or obligation hereunder the termination thereof on the part of any Party, other than Section 1.6, Section 1.9, party except for any liability arising out of a breach of any covenant in this Section 2.2 and Article III, which Agreement prior to the date of termination or any covenant that survives pursuant to this Subsection 5.2. The following provisions shall survive such termination; provided, however, that nothing contained in any termination of this Agreement (including this Agreement: Subsections 5.2 and Section 2.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination6.
Appears in 1 contract
Samples: Vessel Purchase Agreement (Trico Marine Services Inc)
Effect of Termination Survival. In Termination of this Agreement will not relieve either party from any obligations which have accrued prior to such termination. Sections 4.2, 6, 7, 8 and 9.6 and any other provisions of this Agreement that by their sense should survive this Agreement shall survive the event of any termination of this Agreement pursuant to Section 2.1, this Agreement shall be terminated, and there shall be no further liability or obligation hereunder on in accordance with the part of any Party, other than Section 1.6, Section 1.9, this Section 2.2 and Article III, which provisions shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such terminationrespective terms thereof.
Appears in 1 contract
Samples: Supply Agreement (Cytogenix Inc)
Effect of Termination Survival. In the event of any termination of (1) If this Agreement is terminated pursuant to Section 2.17.1 or Section 7.2, this Agreement shall be terminated, become void and there shall be of no further force or effect without liability or obligation hereunder on the part of any PartyParty (or any Purchaser Related Parties or Corporation Related Parties) to any other Party to this Agreement, other than except that: (a) if the Arrangement is completed, (A) Section 1.6, 2.8 and Section 1.9, this Section 2.2 and Article III, which provisions 2.12 shall survive such termination; provided, however, that nothing contained in this Agreement (including this Section 2.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination.and
Appears in 1 contract
Effect of Termination Survival. In the event of any Upon termination of this Agreement pursuant to Section 2.1Subsection 5.1, this Agreement shall be terminated, void and of no effect and there shall be no further liability by reason of this Agreement or obligation hereunder the termination thereof on the part of any Party, other than Section 1.6, Section 1.9, party except for any liability arising out of a breach of any covenant in this Section 2.2 and Article III, which Agreement prior to the date of termination or any covenant that survives pursuant to this Subsection 5.2. The following provisions shall survive such termination; provided, however, that nothing contained in any termination of this Agreement (including this Agreement: Subsections 1.2(a) and 5.2 and Section 2.2) shall relieve a Party from liability for any breach of any of its representations, warranties, covenants or agreements set forth in this Agreement to the extent occurring prior to such termination6.
Appears in 1 contract
Samples: Vessel Purchase Agreement (Trico Marine Services Inc)