Indemnification as Exclusive Remedy. Without limitation to the termination rights provided under Sections 6.02(b) and 6.02(c) or to the rights under Section 8.08, the indemnification provisions of this Article 5 shall be the exclusive remedy for money damages for breach of this Agreement and any matters relating to this Agreement.
Indemnification as Exclusive Remedy. Except as otherwise expressly provided in Article V, the indemnification provided in this Article IX, subject to the limitations set forth herein, shall be the exclusive post-Closing remedy available to any party in connection with any Losses arising out of or resulting from a breach of any representation and warranty or of any pre-Closing covenant under this Agreement or the transactions contemplated hereby.
Indemnification as Exclusive Remedy. Except as otherwise expressly provided in Article VII, and except for claims or actions for fraud, the indemnification provided in this Article X, subject to the limitations set forth herein, shall be the exclusive post-Closing remedy available to any party in connection with any Losses arising out of or resulting from this Agreement or the transactions contemplated hereby. The foregoing notwithstanding, nothing in this Section 10.3 shall limit or restrict the ability or right of any party hereto to seek injunctive or other equitable relief for any breach or alleged breach of any provision of Articles II, V, VI or IX of this Agreement; provided, that any procedures in respect of and limitations on Losses or liabilities in this Article X shall in no event be diminished or circumvented by such relief.
Indemnification as Exclusive Remedy. The ----------------------------------- indemnification provided by this Article VI, subject to the limitations set forth herein, shall be the exclusive post-Closing remedy available to the parties hereto for any breach of any representation or warranty contained in this Agreement, and the parties hereto acknowledge that no party hereto has made any representation or warranty to any other party hereto other than as set forth in this Agreement. In no event shall any party hereto be entitled to rescission of this Agreement as a result of any breach of any representation, warranty, covenant or agreement contained herein.
Indemnification as Exclusive Remedy. The indemnification provided in this Article IX, subject to the limitations set forth herein, shall be the exclusive post-Closing remedy available to any party in connection with any Losses arising out of or resulting from this Agreement and the transactions contemplated hereby. Each party hereto shall take all reasonable steps to mitigate its Losses after becoming aware of any event which could reasonably be expected to give rise to any Losses. None of the parties hereto shall be liable under any provision of Section 9.1 of this Agreement for any consequential or punitive damages (other than consequential or punitive damages payable to a third party).
Indemnification as Exclusive Remedy. Indemnification pursuant to the provisions of this Article 9 shall be the sole and exclusive remedy of the parties hereto for any misrepresentation or breach of any warranty, covenant, or agreement contained in this Agreement or in any closing document executed and delivered pursuant to the provisions hereof, or any other claim arising out of the transactions contemplated by this Agreement.
Indemnification as Exclusive Remedy. In the event that the Closing occurs, the indemnification provisions in this ARTICLE 9 will be the Parties exclusive remedy with respect to a Breach of this Agreement, other than claims for actual (but not constructive) fraud and other than as set forth in Section 10.5 hereof.
Indemnification as Exclusive Remedy. The indemnification provided in this ARTICLE 11 shall be the exclusive post-closing remedy available to the parties for any breach of representation, warranty, covenant or agreement contained in this Agreement or any other documents, instruments or agreements executed in conjunction with the transactions contemplate hereby, except as may otherwise be expressly provided for in any such document, instrument or agreement; provided, however, that either party shall be entitled to seek injunctive relief to enforce the provisions of the Agreement or any related agreements.
Indemnification as Exclusive Remedy. From and after all the applicable Closings contemplated by this Agreement, the remedies provided for in this Article IX shall be exclusive and shall preclude assertion by any Indemnified Party of any other rights or the seeking of any and all other remedies against the Indemnitor for claims based on this Agreement, other than for actions for specific performance or other equitable remedies or in connection with any action in respect of Fraud. Each Party hereto hereby waives any provision of applicable Laws to the extent that it would limit or restrict the agreement contained in this Section 9.6.
Indemnification as Exclusive Remedy. Except as otherwise set forth in this Agreement, Seller, Stockholders and Buyer each agree that Article IX constitutes the exclusive right and remedy for breach or inaccuracy of any of the representations and warranties contained in this Agreement and will be in lieu of all other remedies available at law or in equity. Notwithstanding the foregoing, nothing in this Agreement will prevent any party from bringing an action based upon fraud or willful misconduct by the other party in connection with this Agreement.
