Equitable Relief; Specific Performance. The parties agree that irreparable harm will occur for which money damages will not be an adequate remedy at Law in the event that any of the provisions of this Agreement are not performed by any of the parties in accordance with their terms or are otherwise breached. It is accordingly agreed that in the event of a breach or threatened breach of the provisions of this Agreement by a party hereto, the other party hereto shall be entitled to seek an injunction or injunctions and other equitable relief and shall be entitled to apply for an order or orders for specific performance as may be necessary to ensure that the other party complies with and performs its obligations under this Agreement. Each party hereto hereby agrees not to seek the posting of any security bond or other assurance in respect of such injunctive or other equitable relief. Such remedies will not be deemed to be exclusive remedies for any breach of this Agreement and will be in addition to all other remedies available at Law or equity.
Equitable Relief; Specific Performance. Each of Novartis, Ionis and Akcea recognizes that, if it fails to perform or discharge any of its obligations under this Agreement, any remedy at law may prove to be inadequate relief to the other parties. Each of Novartis, Ionis and Akcea therefore agrees that the other parties are entitled to seek temporary and permanent injunctive relief or specific performance in any such case.
Equitable Relief; Specific Performance. I agree that a breach of any of the promises, representations, covenants and agreements contained herein will result in irreparable and continuing damage to 3Com for which there will be no adequate remedy at law and no adequate method of calculating the Company’s damages. I agree that if I breach any of the promises, representations, covenants and agreements contained herein 3Com shall be entitled to seek injunctive relief and/or a decree for specific performance (with no obligation to post a bond or other security), in addition to any such other relief as may be available or proper (including monetary damages, costs and attorneys fees if appropriate), at its sole discretion.
Equitable Relief; Specific Performance. (a) The Parties acknowledge and agree that the obligations and restrictions set forth in Article 8 are reasonable and necessary to protect the legitimate interests of the other Party and that such other Party would not have entered into this Agreement in the absence of such obligations and restrictions, and that any breach or threatened breach of any provision of Article 8 will result in irreparable injury to such other Party for which there will be no adequate remedy at law. In the event of a breach or threatened breach of any provision of Article 8 the non-breaching Party shall be authorized and entitled to obtain from any court of competent jurisdiction injunctive relief, whether preliminary or permanent, and an equitable accounting of all earnings, profits and other benefits arising from such breach, which rights shall be cumulative and in addition to any other rights or remedies to which such non-breaching Party may be entitled in law or equity. Each Party hereby waives any requirement that the other Party post a bond or other security as a condition for obtaining any such relief. Nothing in this Section 15.16 is intended, or should be construed, to limit either Party’s right to equitable relief or any other remedy for a breach of any other provision of this Agreement.
(b) Arena acknowledges and agrees that Arena’s obligations under Section 6.6 are unique and that Eisai would not have entered into this Agreement in the absence of such obligations, and that any breach or threatened breach of Section 6.6 will result in irreparable injury to Eisai for which damages will be not be an adequate remedy. Accordingly, Eisai shall be entitled to specific performance of Section 6.6. For clarity, the foregoing shall not be deemed to grant Eisai the right to engage a Third Party manufacturer or to manufacture any Product itself or through any of its Affiliates.
Equitable Relief; Specific Performance. Indemnitor acknowledges and -------------------------------------- agrees that it may be impossible to measure accurately the damages to Lender resulting from a breach of Indemnitor's covenant to satisfy the Obligations and that such a breach will cause irreparable injury to Lender and that Lender may not have an adequate remedy at law in respect of such breach and, as a consequence, agrees that such covenant shall be specifically enforceable against Indemnitor and hereby waives and agrees not to assert any defense against an action for specific performance of such covenant. This clause shall not prejudice Lender's rights to assert any and all claims for damages incurred as a result of Indemnitor's default hereunder, and Lender may, before, during, or after any foreclosure of the Mortgage, hold Indemnitor liable for any deficiency arising from Indemnitor's default hereunder and for all losses and damages sustained and expenses incurred by reason of Indemnitor failing to satisfy the Obligations.
Equitable Relief; Specific Performance. The parties hereto agree that the restrictions contained in Sections 13.1 and 13.2 are necessary for the protection of the business and goodwill of the Company and the value of the Membership Interests and each Member acknowledges that such restrictions are reasonable for such purpose. Each party to this Agreement acknowledges and agrees that any breach of this Agreement relating to such restrictions is likely to cause the other parties hereto substantial and irrevocable damage that is difficult to measure. Therefore, in the event of any such breach or threatened breach, each party agrees that the other parties, in addition to such other remedies that may be available, shall have the right to obtain an injunction from a court restraining such a breach or threatened breach and the right to specific performance of such restrictions without the necessity of proving inadequacy of legal remedies or irreparable harm or posting bond, any such requirements to such equitable and injunctive relief being hereby specifically waived without posting a bond. The Member and the Company each acknowledge and agree that these restrictions are enforceable and are ancillary to an otherwise enforceable agreement. Each party hereto hereby waives (i) the adequacy of a remedy at law as a defense to any such equitable relief; and (ii) the failure of sufficient and/or independent consideration, or that this Agreement is not ancillary to an otherwise enforceable agreement, as a defense to any enforcement of this Agreement by the other parties hereto.
Equitable Relief; Specific Performance. The Guarantor acknowledges and agrees that it may be impossible to measure accurately the damages to the Lenders resulting from a breach of the Guarantor's covenant to complete, equip and install, or to cause the completion of the construction, equipping and installation of, the Improvements and the fixtures, furnishings and equipment and other personalty and the failure to satisfy the Guaranty Obligations and that such a breach will cause irreparable injury to the Lenders and that the Lenders may not have an adequate remedy at law in respect of such breach and, as a consequence, agrees that such covenant shall be specifically enforceable against the Guarantor and hereby waives and agrees not to assert any defense against an action for specific performance of such covenant. This clause shall not prejudice any Lender's rights to assert any and all claims for damages incurred as a result of the Guarantor's default hereunder, and the Agent, for the ratable benefit of the Lenders, may, before, during, or after any foreclosure of the Mortgage, hold the Guarantor liable for any deficiency arising from the Guarantor's default hereunder and for all losses and damages sustained and expenses incurred by reason of the Borrower or the Guarantor failing to construct, furnish, equip and achieve timely lien-free Completion of the Improvements, furnishings and equipment in accordance with this Guaranty and the Loan Agreement, including, without limitation, any and all costs associated with such Completion.
Equitable Relief; Specific Performance. . The parties agree that irreparable and ongoing damages, for which monetary damages (even if available) would not be an adequate remedy, would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or otherwise were breached. Accordingly, each party agrees that in the event of any actual or threatened breach of this Agreement by the other party, the non-breaching party shall be entitled, in addition to all other rights and remedies that it may have, to obtain injunctive or other equitable relief (including a temporary restraining order, a preliminary injunction and a final injunction) to prevent any actual or threatened breach of any of such provisions and to enforce such provisions specifically, without the necessity of posting a bond or other security or of proving actual damages.
Equitable Relief; Specific Performance. The Parties acknowledge and agree that the obligations and restrictions set forth in Article 9 are reasonable and necessary to protect the legitimate interests of the other Party and that such other Party would not have entered into this Agreement in the absence of such obligations and restrictions, and that any breach or threatened breach of any provision of Article 9 will result in irreparable injury to such other Party for which there will be no adequate remedy at law. In the event of a breach or threatened breach of any provision of Article 9 the non-breaching Party shall be authorized and entitled to obtain from any court of competent jurisdiction injunctive relief, whether preliminary or permanent, and an equitable accounting of all earnings, profits and other benefits arising from such breach, which rights shall be cumulative and in addition to any other rights or remedies to which such non-breaching Party may be entitled in law or equity. Each Party hereby waives any requirement that the other Party post a bond or other security as a condition for obtaining any such relief. Nothing in this Section 15.17 is intended, or should be construed, to limit either Party’s right to equitable relief or any other remedy for a breach of any other provision of this Agreement.
Equitable Relief; Specific Performance. (a) The Parties acknowledge and agree that the obligations and restrictions set forth in Article 8 are reasonable and necessary to protect the legitimate interests of the other Party and that such other Party would not have entered into this Agreement in the absence of such obligations and restrictions, and that any breach or threatened breach of any provision of Article 8 will result in irreparable injury to such other Party for which there will be no adequate remedy at law. In the event of a breach or threatened breach of any provision of Article 8 the
