Effect of Termination Under Section Sample Clauses

Effect of Termination Under Section. 8.1. In the event of termination of this Agreement by either the Company or the Shareholders as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability or obligation on the part of any party hereto or any of its respective Affiliates, officers, directors or shareholders except (i) for the obligation of the Shareholders to refund to the Company the audit expenses as set forth in Section 1.3 of this Agreement; (ii) for any and all obligations under the confidentiality provisions contained in Section 3.2 of this Agreement; and (iii) to the extent that such termination results from the willful breach by a party hereto of any of its representations or warranties, or of any of its covenants or agreements, as set forth in this Agreement. In the event that termination results from the willful breach by a party hereto of any of its representations or warranties, or of any of its covenants or agreements, as set forth in this Agreement, the breaching party shall be liable to the non-breaching party for all direct damages (but not indirect or consequential damages) incurred as a result of such willful breach.
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Effect of Termination Under Section. 8.1. In the event of termination of this Agreement by either the Company or the Business Contribution Member as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability or obligation on the part of any party hereto or any of its respective Affiliates, officers, directors or Members except (i) for the obligation of the Business Contribution Member and the Members to refund to the Company the audit expenses as set forth in Section 1.4 of this Agreement; (ii) for any and all obligations under the confidentiality provisions contained in Section 3.2 of this Agreement; and (iii) to the extent that such termination results from the willful breach by a party hereto of any of its representations or warranties, or of any of its covenants or agreements, as set forth in this Agreement. In the event that termination results from the willful breach by a party hereto of any of its representations or warranties, or of any of its covenants or agreements, as set forth in this Agreement, the breaching party shall be liable to the non-breaching party for all direct damages (but not indirect or consequential damages) incurred as a result of such willful breach.
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Effect of Termination Under Section. 8.1. In the event of termination of this Agreement by either the Company or the Shareholder as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability or obligation on the part of any party hereto or any of its respective Affiliates, officers, directors or shareholders except (i) for any and all obligations under the confidentiality provisions contained in Section 3.2 of this Agreement; and (ii) to the extent that such termination results from the willful breach by a party hereto of any of its representations or warranties, or of any of its covenants or agreements, as set forth in this Agreement. In the event that termination results from the willful breach by a party hereto of any of its representations or warranties, or of any of its covenants or agreements, as set forth in this Agreement, the breaching party shall be liable to the non-breaching party for all direct damages (but not indirect or consequential damages) incurred as a result of such willful breach up to a maximum of (pounds)10,000.
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Effect of Termination Under Section. 8.1. The following provisions shall apply in the event of a termination of this Agreement under Section 8.1:
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Effect of Termination Under Section. 13.3 OR 13.4. In the event of a termination of the Term of the Research Program by Warner under Sections 13.3 or 13.4, (a) Warner shall retain the license rights granted to it under Section 4 to Sequana Background Technology and Collaboration Technology and Sequana's license rights under Section 4 shall terminate except for those rights granted to it under Sections 4.2, 4.5 and 4.9 and (b) for terminations made pursuant to Section 13.4.3, Warner shall continue to fulfill its responsibilities under this Agreement until the effective date of termination. All other terms and conditions of this Agreement shall remain in full force and effect.
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Effect of Termination Under Section. 8.1. In the event of termination of this Agreement by either the Company or the Business Contribution Member as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability or obligation on the part of any party hereto or any of its respective Affiliates, officers, directors or shareholders except (i) for the obligation of the Business Contribution Member and the Shareholders to refund to the Company the audit expenses as set forth in Section 1.4 of this Agreement; (ii) for any and all obligations under the confidentiality provisions contained in
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Effect of Termination Under Section. 11.2(A) OR 11.2(C). Upon a termination of this Agreement under Section 11.2(a) or 11.2(c) and in addition to any other remedy as may be provided for in this Agreement or by law, the Party exercising the right of termination (which shall be TSA in the case of termination under Section 11.2(c)) shall have the right (but not the obligation) to purchase all (but not less than all) of the Shares then owned and held by the other Party or any of its direct or indirect wholly-owned or controlled subsidiaries by serving written notice to the other Party within thirty (30) calendar days of the date of termination. The price that a terminating Party (the "PURCHASER") shall pay for the Shares held by the other Party or any of its direct or indirect wholly-owned or controlled subsidiaries (the "SELLER"), in the event that the Purchaser acquires and elects to exercise a right to purchase the Shares of the Seller under this Section 11.3, shall be the Fair Market Value of the Shares held by the Seller determined in accordance with an Appraisal. The purchase price of the Shares purchased under this Section 11.3 must be paid in Japanese Yen in immediately available and freely transferable funds through a transfer of funds to a banking account to be designated at that time by the Seller to the Purchaser. The closing of any purchase and sale Shares under this Section 11.3 shall be completed within thirty (30) calendar days of the Parties' receipt of the final appraisal of the Shares. As a condition of closing, the Seller shall deliver to the Purchaser or its nominees the related share certificate(s) for these Shares. The Shares so delivered shall be duly endorsed and free and clear of any lien or encumbrance of any nature whatsoever.
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Related to Effect of Termination Under Section

  • Effect of Termination Upon termination of this Agreement:

  • Effect of Termination of Agreement The provisions of Section 4.00 will survive any termination of this Agreement and the existence of any claim or cause of action by the Executive against the Company or any Group Member, whether predicated on this Agreement or otherwise, will not constitute a defense to the enforcement by the Group, the Company or any other Group Member of the covenants and agreements of this Section 4.00; provided, however, that this Section 4.11 will not, in and of itself, preclude the Executive from defending against the enforceability of the covenants and agreements of Section 4.00.

  • Effect of Termination and Abandonment Upon the termination of this Agreement and abandonment of the Merger pursuant to Section 8.1 or 8.2 hereof, this Agreement shall become void and have no effect, and no party shall have any liability to the other in connection with the transactions contemplated hereby, including the Merger, or as a result of the termination of this Agreement; provided, that the foregoing shall not relieve a party of any liability as a result of a breach of any of the terms of this Agreement.

  • Termination and Effect of Termination This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.

  • Effect of Termination for Cause If Employee's employment is terminated "For Cause":

  • Termination Effect of Termination 44 9.1 TERMINATION................................................44 9.2

  • 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.

  • Notice of Termination; Effect of Termination Any proper termination of this Agreement under Section 7.1 will be effective immediately upon the delivery of written notice of the terminating party to the other parties hereto. In the event of the termination of this Agreement as provided in Section 7.1, this Agreement shall be of no further force or effect, except (i) as set forth in this Section 7.2, Section 7.3 and Article 8, each of which shall survive the termination of this Agreement, and (ii) nothing herein shall relieve any party from liability for any willful breach of this Agreement. No termination of this Agreement shall affect the obligations of the parties contained in the Confidentiality Agreement, all of which obligations shall survive termination of this Agreement in accordance with their terms.

  • Survival of Terms Following Termination Upon termination of this Agreement, the following provisions of this Agreement shall survive:

  • Effect of Termination; Termination Fee (a) In the event of the termination and abandonment of this Agreement pursuant to Section 10.1, the Agreement shall terminate and have no effect, except as otherwise provided herein and except that the provisions of this Section 10.2, Section 10.5 and Article 11 of this Agreement shall survive any such termination and abandonment.

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