Common use of Exclusive Remedies Clause in Contracts

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.11, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII. Nothing in this Section 7.08 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled or to seek any remedy on account of any Person’s Fraud.

Appears in 1 contract

Samples: Asset Purchase Agreement (Foster L B Co)

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Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.1110.3, the parties Parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud, criminal activity or willful misconduct on the part of a Party in connection with the transactions contemplated by this AgreementTransaction) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII9. In furtherance of the foregoing, each party Party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto Party and their Affiliates its affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII9. Nothing in this Section 7.08 9.11 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled or to seek any remedy on account of any Personparty’s Fraudfraudulent, criminal or intentional misconduct.

Appears in 1 contract

Samples: Asset Purchase Agreement (McEwen Mining Inc.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.1110.3, the parties Parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud, criminal activity or willful misconduct on the part of a Party in connection with the transactions contemplated by this AgreementTransaction) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII9. In furtherance of the foregoing, each party Party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto Party and their Affiliates its affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII9. Nothing in this Section 7.08 9.11 shall limit any Person’s 's right to seek and obtain any equitable relief to which any Person shall be entitled or to seek any remedy on account of any Person’s Fraudparty's fraudulent, criminal or intentional misconduct.

Appears in 1 contract

Samples: Asset Purchase Agreement (Primero Mining Corp)

Exclusive Remedies. Subject to Section 6.06Sections 9.1(c), Section 6.07 9.2 and Section 8.1110.12, the parties Parties acknowledge and agree that that, other than claims arising from fraud or willful breach of this Agreement, their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein in this Agreement or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIVIII. In furtherance of the foregoing, each party Party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein in this Agreement or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto Parties to this Agreement and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIVIII. Nothing in this Section 7.08 8.9 shall limit any Person’s 's right to terminate this Agreement pursuant to Section 9.1(c), or to seek and obtain any equitable relief to which any Person shall be entitled or pursuant to seek any remedy on account of any Person’s FraudSection 10.12.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Northwest Bancshares, Inc.)

Exclusive Remedies. Subject to Section 6.069.10, Section 6.07 and Section 8.11except with respect to a claim pursued against a perpetrator of Fraud, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under LawLegal Requirements, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives representatives arising under or based upon any LawLegal Requirements, except pursuant to the indemnification provisions set forth in this Article VII. Nothing in this Section 7.08 7.7 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled or pursuant to seek any remedy on account of any Person’s FraudSection 9.10.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Coupa Software Inc)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.11‎Section 10.11, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII‎Article VIII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII‎Article VIII. Nothing in this Section 7.08 ‎Section 8.07 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled or to seek any remedy on account of any Person’s Fraudfraud by any party hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Digipath, Inc.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.11, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII. Nothing in this Section 7.08 7.09 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 8.11 or to seek any remedy on account of fraud by any Person’s Fraudparty hereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (Synalloy Corp)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.1110.11, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIVIII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIVIII. Nothing in this Section 7.08 8.09 shall limit any Person’s 's right to seek and obtain any equitable relief to which any Person shall be entitled or to seek any remedy on account of any Person’s Fraud's fraudulent conduct.

Appears in 1 contract

Samples: Asset Purchase Agreement (Precision Aerospace Components, Inc.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.1110.11, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud intentional fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIVIII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIVIII. Nothing in this Section 7.08 8.07 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 10.11 or to seek any remedy on account of any Person’s Fraudintentional fraud by any party hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Customers Bancorp, Inc.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.1110.11, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud intentional fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIVIII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIVIII. Nothing in this Section 7.08 8.07 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled or pursuant to seek any remedy on account of any Person’s FraudSection 10.11.

Appears in 1 contract

Samples: Asset Purchase Agreement (Astec Industries Inc)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.118.10, the parties Parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud on the part of a Party to this Agreement in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein in this Agreement or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII. In furtherance of the foregoing, each party Party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein in this Agreement or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto Party and their its Affiliates and each of their its respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII. Nothing in this Section 7.08 7.9 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled or to seek any remedy on account of any Person’s Fraudrelief.

Appears in 1 contract

Samples: Purchase Agreement (Asure Software Inc)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.1110.9, the parties Parties acknowledge and agree that that, if the Closing occurs, their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud on the part of a Party in connection with the transactions contemplated by this AgreementTransactions) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII8. In furtherance of the foregoing, each party Party hereby waives, to the fullest extent permitted under applicable Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto Party and their its Affiliates and each of their respective Representatives arising under or based upon any applicable Law, except pursuant to the indemnification provisions set forth in this Article VII8. Nothing in this Section 7.08 8.7 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 10.9 or to seek any remedy on account of fraud by any Person’s FraudParty.

Appears in 1 contract

Samples: Asset Purchase Agreement (GPB Holdings II, LP)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.119.4, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud intentional fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII8. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII8. Nothing in this Section 7.08 8.7 shall limit any Person’s 's right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to 11.10 or to seek any remedy on account of any Person’s Fraudintentional fraud by any party hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (SOCIAL REALITY, Inc.)

Exclusive Remedies. Subject to Section 6.062.04(a), Section 6.07 5.02 and Section 8.1110.11, the parties Parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud in connection with the transactions contemplated by this Agreementintentional fraud) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIARTICLE VIII. In furtherance of the foregoing, each party Party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties Parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIARTICLE VIII. Nothing in this Section 7.08 8.09 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled or to seek any remedy on account of any PersonParty’s Fraudintentional fraud.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Hudson Global, Inc.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.116.5, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud intentional fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII7. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Lawlaw, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates affiliates and each of their respective Representatives representatives arising under or based upon any Lawlaw, except pursuant to the indemnification provisions set forth in this Article VII7. Nothing in this Section 7.08 7.3 shall limit any Personparty’s right to seek and obtain any equitable relief to which any Person such party shall be entitled pursuant to Section 6.5 or to seek any remedy on account of any Person’s Fraudintentional fraud by any party hereto.

Appears in 1 contract

Samples: Security Agreement (MOVING iMAGE TECHNOLOGIES INC.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.1113.11, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud or intentional misrepresentation on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, representation or warranty or covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII9 and in Article 10 and pursuant to Article 12. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, representation or warranty or covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII9 and in Article 10 and Article 12. Nothing in this Section 7.08 9.7 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled or pursuant to seek any remedy on account of any Person’s FraudSection 13.11.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Silver Standard Resources Inc)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.117.11, the parties Parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud intentional fraud on the part of a Party in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIVI. In furtherance of the foregoing, each party Party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto Party and their its Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIVI. Nothing in this Section 7.08 6.07 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 7.11 or to seek any remedy on account of intentional fraud by any Person’s FraudParty.

Appears in 1 contract

Samples: Stock Purchase Agreement (Accuride Corp)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.11, the parties The Parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud, criminal activity or willful misconduct on the part of a Party in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIVIII. In furtherance of the foregoing, each party hereby Party waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto Parties and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIVIII. Nothing in this Section 7.08 8.07 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled or to seek any remedy on account of any Personparty’s Fraudfraudulent, criminal or intentional misconduct.

Appears in 1 contract

Samples: Securities Purchase Agreement (Athena Bitcoin Global)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.11, the parties The Parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud, criminal activity or willful misconduct on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII11. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto Parties and their Affiliates and each of their respective Representatives representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII11. Nothing in this Section 7.08 11.9 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled or to seek any remedy on account of any Personparty’s Fraudfraudulent, criminal or intentional misconduct.

Appears in 1 contract

Samples: Equity Purchase Agreement

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Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.1110.11, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIVIII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIVIII. Nothing in this Section 7.08 8.07 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 10.11 or to seek any remedy on account of any Person’s Fraudfraud by any party hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Item 9 Labs Corp.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.1111.12, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIIX. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIIX. Nothing in this Section 7.08 9.7 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 11.12 or to seek any remedy on account of fraud by any Person’s Fraudparty hereto.

Appears in 1 contract

Samples: Acquisition Option Agreement (Cardiovascular Systems Inc)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.11, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud intentional fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII. Nothing in this Section 7.08 7.07 shall limit any Person’s 's right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 8.11 or to seek any remedy on account of intentional fraud by any Person’s Fraud.

Appears in 1 contract

Samples: Stock Purchase Agreement (Apricus Biosciences, Inc.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.119.15, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIVIII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIVIII. Nothing in this Section 7.08 8.7 shall limit any Person’s 's right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 9.15 or to seek any remedy on account of Fraud by any Person’s Fraudparty hereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (NextPlat Corp)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.119.11, the parties Parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud on the part of a Party in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII. In furtherance of the foregoing, each party Party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto Parties and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII. Nothing in this Section 7.08 7.04 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 9.11 or to seek any remedy on account of Fraud by any Person’s FraudParty.

Appears in 1 contract

Samples: Securities Purchase Agreement (Laredo Oil, Inc.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.119.11, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud on the part of a Party to this Agreement in connection with the transactions contemplated by this AgreementTransaction) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein in this Agreement or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIVIII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein in this Agreement or otherwise relating to the subject matter of this Agreement Transaction it may have against the other parties hereto Parties and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIVIII. Nothing in this Section 7.08 8.11 shall limit any Person’s right to seek and obtain any equitable relief with respect to which any Person claim under this Agreement or any Transaction Documents. Notwithstanding the foregoing, any dispute pursuant to this Article VIII shall be entitled or subject first to seek any remedy on account the dispute resolution procedures set forth in Section 9.10 of any Person’s Fraudthe Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Asure Software Inc)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.1124.00, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIVIII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates affiliates and each of their respective Representatives representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIVIII. Nothing in this Section 7.08 8.08 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 24.00 or to seek any remedy on account of any Person’s Fraudfraud by any party hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Online Secretary, Inc.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.119.12, the parties acknowledge and agree that from and after Closing their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud in connection with the transactions contemplated by this AgreementFraud) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article ARTICLE VII. In furtherance of the foregoing, except with respect to Section 9.12, each party hereby waives, from and after Closing, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII. Nothing in this Section 7.08 7.07 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 9.12 or to seek any remedy on account of Fraud by any Person’s Fraudparty hereto.

Appears in 1 contract

Samples: Purchase Agreement (SharpLink Gaming Ltd.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.119.12, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VIIVIII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIVIII. Nothing in this Section 7.08 8.08 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled entitled, or to seek any remedy on account of any Personparty’s FraudFraud or to seek to enforce any remedy as provided for herein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Northwest Pipe Co)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.118.09, the parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII. Nothing in this Section 7.08 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 8.09 or to seek any remedy on account of any Person’s Fraudfraud by any party hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement (Independence Bancshares, Inc.)

Exclusive Remedies. Subject to Section 6.06, Section 6.07 and Section 8.11, the The parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims Claims (other than claims arising from Fraud intentional fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, Agreement shall be pursuant to the indemnification provisions set forth in this Article VIIARTICLE 10. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties hereto and their Affiliates and each of their respective Representatives representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VIIARTICLE 10. Nothing in this Section 7.08 shall limit 10.07 limits any Person’s right to seek and obtain any equitable relief to which any such Person shall be entitled or to seek any remedy on account of any Person’s Fraudintentional fraud by any party hereto.

Appears in 1 contract

Samples: Asset Purchase Agreement

Exclusive Remedies. Subject to Section 6.067.10, Section 6.07 Seller and Section 8.11, the parties Purchaser acknowledge and agree that their sole and exclusive remedy with respect to any and all claims (other than claims arising from Fraud fraud on the part of a party hereto in connection with the transactions contemplated by this Agreement) for any breach of any representation, warranty, covenant, covenant or agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement, shall be pursuant to the indemnification provisions set forth in this Article VII6. In furtherance of the foregoing, each party hereby waives, to the fullest extent permitted under the Law, any and all rights, claims and causes of action for any breach of any representation, warranty, covenant, covenant or agreement or obligation set forth herein or otherwise relating to the subject matter of this Agreement it may have against the other parties party hereto and their Affiliates and each of their respective Representatives representatives arising under or based upon any Law, except pursuant to the indemnification provisions set forth in this Article VII6. Nothing in this Section 7.08 6.06 shall limit any Person’s right to seek and obtain any equitable relief to which any Person shall be entitled pursuant to Section 7.10 or to seek any remedy on account of fraud by any Person’s Fraudparty hereto.

Appears in 1 contract

Samples: Option Agreement (VidAngel, Inc.)

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