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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Samples: Agreement (Dispatch Management Services Corp), Agreement (Dispatch Management Services Corp), Agreement (Dispatch Management Services Corp)
Effect of Termination Under Section. 8.1. In the event of termination of this Agreement by either the Company or the Shareholders 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 1.3 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.
Appears in 4 contracts
Samples: Agreement (Dispatch Management Services Corp), Agreement (Dispatch Management Services Corp), Agreement (Dispatch Management Services Corp)
Effect of Termination Under Section. 8.1. In the event of termination of this Agreement by either the Company or the Shareholders Sole 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 the obligation of the Shareholders Sole Shareholder 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 Sections 3.2 and 4.8 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 Shareholders 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 1.3 1.4 of this AgreementAgreement in the event the Agreement is terminated by the Company pursuant to Section 8.1(c) after all conditions to closing have been satisfied, including, but not limited to the closing of the Initial Public Offering; (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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