Equitable Remedies; Cumulative Remedies Sample Clauses

Equitable Remedies; Cumulative Remedies. The parties hereto acknowledge that monetary damages may be inadequate to compensate a party for a breach of this Agreement by the other party. Accordingly, each party hereto shall be entitled to seek equitable relief, including, without limitation, the remedy of specific performance, in the event of a breach of this Agreement by the other party. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law or equity upon such party, and the exercise by a party of any one remedy will not preclude the exercise of any other remedy.
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Equitable Remedies; Cumulative Remedies. The Parties acknowledge that monetary damages may be inadequate to compensate a Party for a breach of this Agreement by any other Party. Accordingly, each Party shall be entitled to seek equitable relief, including the remedy of specific performance, in the event of a breach of this Agreement by any other Party. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby or by Law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. Notwithstanding anything to the contrary in this Agreement, the Company shall be entitled to seek specific performance of (a) Buyer’s obligations under Section 5.14, and (b) Buyer’s obligations to consummate the transactions contemplated by this Agreement (including the obligation to consummate the Closing) only in the event that (i) the date the Closing should have been consummated pursuant to Section 2.12.3 has passed and all of the conditions set forth in Section 6.2 have been satisfied or waived as of the date the Closing should have been consummated pursuant to the terms of this Agreement (except for those conditions that by their nature are to be satisfied at Closing, but subject to the satisfaction or waiver of such conditions assuming a Closing would occur), (ii) the Debt Financing has been funded or will be funded at the Closing, and (iii) the Company has irrevocably confirmed to Buyer in writing that (A) all of the conditions set forth in Section 6.1 have been satisfied or waived (except for those conditions that by their nature are to be satisfied at Closing that could have been satisfied or would have been waived assuming a Closing would occur), (B) if Buyer performs its obligations hereunder and the Debt Financing is funded then the Company stands ready, willing and able to consummate the Closing and (C) if specific performance is granted and the Debt Financing is funded, then the Closing will occur. Notwithstanding the foregoing (or anything to the contrary in this Agreement), in no event shall the Company, the Holder Representative or any Seller be entitled to, or be permitted to seek, specific performance directly against any Debt Financing Source.
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Equitable Remedies; Cumulative Remedies. The parties acknowledge that monetary damages may be inadequate to compensate a party for a breach of this Agreement. Accordingly, the parties shall be entitled to seek equitable relief, including, without limitation, the remedy of equitable relief or specific performance, in the event of or to prevent a breach of this Agreement by the other party and to enforce specific terms and provisions hereof in the courts described in Section 11(l) of this Agreement without proof of damages or otherwise. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by Law or equity upon such party, and the exercise by a party of any one remedy will not preclude the exercise of any other remedy. Each of the parties hereby further waives (a) any defense in any action for specific performance that 3343471 a remedy at law would be adequate and (b) any requirement under any law to post security as a prerequisite to obtaining equitable relief.
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Equitable Remedies; Cumulative Remedies. The Parties hereto acknowledge that monetary damages may be inadequate to compensate a Party for a breach of this Agreement by any other Party. Accordingly, each Party hereto shall be entitled to seek injunctive relief (including the remedy of specific performance) (“Equitable Relief”) in the event of a breach of this Agreement by any other Party. Any such action for Equitable Relief shall be brought in, and each Party agrees to and does hereby submit to the exclusive jurisdiction and venue of, any New York State or federal court located in the Borough of Manhattan in The City of New York (or, if such court lacks subject matter jurisdiction, in any appropriate New York State or federal court). Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by Law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. Each of the Parties hereby further waives (a) any defense in any action for specific performance that a remedy at law would be adequate and (b) any requirement under any law to post security as a prerequisite to obtaining equitable relief.
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Equitable Remedies; Cumulative Remedies. Each Party acknowledges and agrees that irreparable damage will result if the provisions of Sections 2.4 or 22 (together, the “Covenants”) are breached, and that money damages will not be a sufficient remedy for such breach. As a result, in the event of a breach or a threatened breach of any of the Covenants, the aggrieved Party shall be entitled, without being required to post any bond or other security or prove actual or special damages, to an injunction, to have the Covenants specifically enforced by a court of competent jurisdiction, or to such other equitable relief as may be necessary or desirable to enforce the Covenants (including, in the case of a breach of Section 22 hereof, restraining the breaching Party from disclosing, in whole or in part, the Confidential Information). Nothing contained herein shall be construed as prohibiting a Party from pursuing any other rights or remedies available to such Party, under law and in equity, for such breach or threatened breach, including the recovery of damages from the other Party. Except as otherwise provided herein, all rights and remedies provided in this Agreement are cumulative and not exclusive, and the exercise by either Party of any right or remedy does not preclude the exercise of any other rights or remedies that may now or subsequently be available at law, in equity, by statute, in any other agreement between the Parties or otherwise.
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Equitable Remedies; Cumulative Remedies. (1) Licensee acknowledges and agrees that, in the event of any threatened or actual breach of this Agreement or the License by Licensee or Licensee’s employees, contractors, agents, or customers (including without limitation any unauthorized use or disclosure of any Software or any other Confidential Information, any failure to deliver or destroy any applicable information or materials upon request, any failure to execute any required documents, and any use of the Services not in compliance with this Agreement), Varitek will suffer immediate and irreparable injury not compensable by money damages and for which Varitek will not have an adequate remedy available at law. Accordingly, if Varitek institutes an action or proceeding to enforce the provisions of this Agreement or the License, it shall be entitled to obtain, without the positing of any bond or security, such injunctive relief, restraining orders, specific performance or other equitable relief as may be necessary or appropriate to prevent or curtail any such breach, threatened or actual. The foregoing shall be in addition to and without prejudice to such other rights or remedies as Varitek may have at law or in equity.
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Related to Equitable Remedies; Cumulative Remedies

  • WAIVERS, REMEDIES CUMULATIVE (a) No failure to exercise and no delay in exercising any right, power or remedy under this agreement operates as a waiver. Nor does any single or partial exercise of any right, power or remedy preclude any other or further exercise of that or any other right, power or remedy.

  • Waiver; Remedies Cumulative The rights and remedies of the parties to this Agreement are cumulative and not alternative. Neither any failure nor any delay by any party in exercising any right, power or privilege under this Agreement or any of the documents referred to in this Agreement will operate as a waiver of such right, power or privilege, and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (a) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one party, in whole or in part, by a waiver or renunciation of the claim or right unless in writing signed by the other party; (b) no waiver that may be given by a party will be applicable except in the specific instance for which it is given; and (c) no notice to or demand on one party will be deemed to be a waiver of any obligation of that party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement.

  • WAIVER AND CUMULATIVE REMEDIES No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.

  • Waiver; Cumulative Remedies No failure to exercise and no delay in exercising, on the part of Purchaser, any right, remedy, power or privilege hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. The rights, remedies, powers and privileges herein provided are cumulative and not exclusive of any rights, remedies, powers and privileges provided by law.

  • Cumulative Remedies; No Waiver The rights, powers, privileges and remedies of the Administrative Agent and the Lenders provided herein or in any Note or other Loan Document are cumulative and not exclusive of any right, power, privilege or remedy provided by Law or equity. No failure or delay on the part of the Administrative Agent or any Lender in exercising any right, power, privilege or remedy may be, or may be deemed to be, a waiver thereof; nor may any single or partial exercise of any right, power, privilege or remedy preclude any other or further exercise of the same or any other right, power, privilege or remedy. The terms and conditions of Article 8 hereof are inserted for the sole benefit of the Administrative Agent and the Lenders; the same may be waived in whole or in part, with or without terms or conditions, in respect of any Borrowing without prejudicing the Administrative Agent’s or the Lenders’ rights to assert them in whole or in part in respect of any other Borrowing.

  • Specific Performance; Remedies Cumulative The parties hereto acknowledge that money damages are not an adequate remedy for violations of this Agreement and that any party, in addition to any other rights and remedies which the parties may have hereunder or at law or in equity, may, in his or its sole discretion, apply to a court of competent jurisdiction for specific performance or injunction or such other relief as such court may deem just and proper in order to enforce this Agreement or prevent any violation hereof and, to the extent permitted by applicable law, each party waives any objection to the imposition of such relief. All rights, powers and remedies provided under this Agreement or otherwise available in respect hereof at law or in equity shall be cumulative and not alternative, and the exercise or beginning of the exercise of any thereof by any party shall not preclude the simultaneous or later exercise of any other such rights, powers or remedies by such party.

  • No Waivers; Cumulative Remedies No failure by Agent or any Lender to exercise any right, remedy, or option under this Agreement or any other Loan Document, or delay by Agent or any Lender in exercising the same, will operate as a waiver thereof. No waiver by Agent or any Lender will be effective unless it is in writing, and then only to the extent specifically stated. No waiver by Agent or any Lender on any occasion shall affect or diminish Agent’s and each Lender’s rights thereafter to require strict performance by Borrower of any provision of this Agreement. Agent’s and each Lender’s rights under this Agreement and the other Loan Documents will be cumulative and not exclusive of any other right or remedy that Agent or any Lender may have.

  • No Waiver; Remedies Cumulative No failure or delay on the part of any Agent or any Lender in the exercise of any power, right or privilege hereunder or under any other Credit Document shall impair such power, right or privilege or be construed to be a waiver of any default or acquiescence therein, nor shall any single or partial exercise of any such power, right or privilege preclude other or further exercise thereof or of any other power, right or privilege. The rights, powers and remedies given to each Agent and each Lender hereby are cumulative and shall be in addition to and independent of all rights, powers and remedies existing by virtue of any statute or rule of law or in any of the other Credit Documents. Any forbearance or failure to exercise, and any delay in exercising, any right, power or remedy hereunder shall not impair any such right, power or remedy or be construed to be a waiver thereof, nor shall it preclude the further exercise of any such right, power or remedy.

  • Waivers and remedies cumulative The rights of each Finance Party under the Finance Documents:

  • Cumulative Remedies The remedies provided herein are cumulative and not exclusive of any remedies provided by law.

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