Effect of the Termination. In the event of termination of this Agreement by either the Company or Parent as provided in Section 8.1, this Agreement shall forthwith become void and have no effect, without any liability or obligation on the part of Parent, Merger Sub or the Company, except (i) as provided in Section 5.3(c), this Section 8.2, Section 8.3 and Article IX and (ii) nothing herein shall relieve any party from any liability for any willful or intentional breach by a party of any of its representations, warranties, covenants or agreements set forth in this Agreement.
Appears in 4 contracts
Samples: Merger Agreement (Inland Retail Real Estate Trust Inc), Merger Agreement (Developers Diversified Realty Corp), Merger Agreement (JDN Realty Corp)
Effect of the Termination. In the event of termination of this Agreement by either the Company or Parent or Merger Sub as provided in Section 8.19.1, this Agreement shall forthwith become void and have no effect, without any liability or obligation on the part of Parent, Merger Sub or the Company, except (i) as provided in Section 5.3(c), other than the provisions of this Section 8.29.2, Section 8.3 9.3 and Article IX X and (ii) nothing herein shall relieve any party except to the extent that such termination results from any liability for any the willful or intentional and material breach by a party of any of its representations, warranties, covenants or agreements set forth in this Agreement.
Appears in 4 contracts
Samples: Merger Agreement (Minolta Investments Co), Merger Agreement (Westfield America Management LTD), Merger Agreement (Minolta Investments Co)
Effect of the Termination. In the event of termination of this Agreement by either the Company or Parent or MergerSub as provided in Section 8.19.1, this Agreement shall forthwith become void and have no effect, without any liability or obligation on the part of Parent, Merger Sub MergerSub, or the Company, except (i) as provided in other than the provisions of Section 5.3(c6.2(c), this Section 8.29.2, Section 8.3 9.3, and Article IX X and (ii) nothing herein shall relieve any party except to the extent that such termination results from any liability for any the willful or intentional and material breach by a party of any of its representations, warranties, covenants covenants, or agreements set forth in this Agreement.
Appears in 3 contracts
Samples: Merger Agreement (Integrated Sensor Solutions Inc), Merger Agreement (Texas Instruments Inc), Merger Agreement (Texas Instruments Inc)
Effect of the Termination. In the event of termination of this Agreement by either the Company or Parent as provided in Section 8.1, this Agreement shall forthwith become void and have no effect, without any liability or obligation on the part of Parent, Merger Sub or the Company, except (i) as provided in other than the provisions of Section 5.3(c5.2(b), this Section 8.2, Section 8.3 and Article IX and (ii) nothing herein shall relieve any party except to the extent that such termination results from any liability for any the willful or intentional and material breach by a party of any of its representations, warranties, covenants or agreements set forth in this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Security Capital Group Inc/), Merger Agreement (General Electric Capital Corp)
Effect of the Termination. In the event of termination of this Agreement by either the Company or Parent or Purchaser as provided in Section 8.18.01, this Agreement shall forthwith become void and have no effect, without any liability or obligation on the part of Parent, Merger Sub Purchaser or the Company, except (i) as provided in other than the provisions of Section 5.3(c6.04(b), this Section 8.28.02, Section 8.3 8.03 and Article IX and (ii) nothing herein shall relieve any party except to the extent that such termination results from any liability for any willful or intentional the wilful and material breach by a party of any of its representations, warranties, covenants or agreements set forth in this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Hills Stores Co /De/), Merger Agreement (HSC Acquisition Corp)
Effect of the Termination. In the event of termination of this Agreement by either the Company or Parent as provided in Section 8.1, this Agreement shall forthwith become void and have no effect, without any liability or obligation on the part of Parent, Merger Sub or the Company, except (i) as provided in Section 5.3(c5.2(c), this Section 8.2, Section 8.3 and Article IX and (ii) nothing herein shall relieve any party from any liability for any willful or intentional breach by a party of any of its representations, warranties, covenants or agreements set forth in this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Price Legacy Corp)
Effect of the Termination. In the event of termination of this Agreement by either the Company or Parent or MergerSub as provided in Section 8.19.1, this Agreement shall forthwith become void and have no effect, without any liability or obligation on the part of Parent, Merger Sub MergerSub, or the Company, except (i) as provided in other than the provisions of Section 5.3(c6.1(d), this Section 8.29.2, Section 8.3 9.3, and Article IX X and (ii) nothing herein shall relieve any party from any except to the extent of liability for any willful or intentional pre-termination material breach by a party of any of its representations, warranties, covenants covenants, or agreements set forth in this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Invitrogen Corp)
