LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 87 contracts
Samples: Agreement and Plan of Organization (Transportation Components Inc), Merger Agreement (Condor Technology GRP), Merger Agreement (Transportation Components Inc)
LIABILITIES IN EVENT OF TERMINATION. Except If this Agreement is terminated pursuant to Section 12.01, there shall be no liability or obligation on the part of any party hereto except (a) as provided in Section 7.8 hereof, 11.07 and (b) to the termination of this Agreement will in no way limit any obligation or extent that such liability of any party is based on or arising from a the breach or default by such that party with respect to of any of its representations, warranties, warranties or covenants or agreements contained set forth in this Agreement including, but not limited to, legal and audit costs and out of pocket expensesAgreement.
Appears in 29 contracts
Samples: Contribution Agreement (Apple Orthodontix Inc), Contribution Agreement (Apple Orthodontix Inc), Contribution Agreement (Apple Orthodontix Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the The termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 18 contracts
Samples: Asset Purchase Agreement (Andersen Group Inc), Merger Agreement (Buckeye Ventures, Inc.), Merger Agreement (Energy King, Inc.)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 7.7 hereof, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 17 contracts
Samples: Stock Purchase Agreement (Integrated Electrical Services Inc), Merger Agreement (It Partners Inc), Stock Purchase Agreement (Integrated Electrical Services Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the The termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement Agreement, including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 11 contracts
Samples: Stock Purchase Agreement (Medifocus Inc.), Stock Purchase Agreement (Medifocus Inc.), Stock Purchase Agreement (Celsion Corp)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof9.7, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expensesAgreement.
Appears in 10 contracts
Samples: Merger Agreement (Alliance Group Inc), Merger Agreement (Alliance Group Inc), Merger Agreement (Alliance Group Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the termination Termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement or in the Schedules delivered by such party, including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 9 contracts
Samples: Merger Agreement (Host America Corp), Merger Agreement (Host America Corp), Merger Agreement (Nutrition for Life International Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement Agreement, including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 8 contracts
Samples: Agreement and Plan (Nationwide Staffing Inc), Merger Agreement (Nationwide Staffing Inc), Merger Agreement (Nationwide Staffing Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited towithout limitation, legal and audit costs and out of out-of-pocket expenses.
Appears in 7 contracts
Samples: Agreement and Plan of Organization (Marinemax Inc), Merger Agreement (Marinemax Inc), Agreement and Plan of Organization (Marinemax Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof6.7, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 4 contracts
Samples: Acquisition Agreement (Rv Centers Inc), Acquisition Agreement (Rv Centers Inc), Acquisition Agreement (Rv Centers Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the The termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expensesAgreement.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Golden Sky Systems Inc), Asset Purchase Agreement (Golden Sky Systems Inc), Asset Purchase Agreement (Worldcast Interactive Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof9.6, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expensesAgreement.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Alliance Group Inc), Asset Purchase Agreement (Alliance Group Inc), Asset Purchase Agreement (Alliance Group Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the The termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of out-of-pocket expenses.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Foster L B Co), Merger Agreement (Comfort Systems Usa Inc), Merger Agreement (Comfort Systems Usa Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the The termination of this Agreement will in no way limit any obligation or liability of any party Party based on or arising from a breach or default by such party Party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expensesAgreement.
Appears in 3 contracts
Samples: Merger Agreement (Summe Richard D), Merger Agreement (Pegasus Communications Corp), Merger Agreement (Weber Donald W)
LIABILITIES IN EVENT OF TERMINATION. Except as otherwise provided in Section 7.8 Sections 7.6 or 7.7 hereof, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 2 contracts
Samples: Merger Agreement (Ursus Telecom Corp), Stock Purchase Agreement (Ursus Telecom Corp)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, . the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 2 contracts
Samples: Agreement and Plan of Organization (Condor Technology GRP), Agreement and Plan of Organization (Condor Technology GRP)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof7.8, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 2 contracts
Samples: Agreement and Plan of Exchange (Advanced Communications Group Inc/De/), Agreement and Plan of Exchange (Advanced Communications Group Inc/De/)
LIABILITIES IN EVENT OF TERMINATION. Except as otherwise provided in Section 7.8 hereofherein, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of out-of-pocket expenses.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Expresspoint Technology Systems Inc), Agreement and Plan of Reorganization (Expresspoint Technology Systems Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its 36 44 representations, warranties, covenants or agreements contained in this Agreement including, but not limited towithout limitation, legal and audit costs and out of out-of-pocket expenses.
Appears in 2 contracts
Samples: Merger Agreement (Marinemax Inc), Merger Agreement (Marinemax Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof9.7, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 2 contracts
Samples: Agreement and Plan of Exchange (Advanced Communications Group Inc/De/), Agreement and Plan of Exchange (Advanced Communications Group Inc/De/)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the The termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement includingAgreement. The provision of this Section 10.2 and of Sections 12, but not limited to, legal 14.7 and audit costs and out 14.9 shall survive the termination of pocket expensesthis Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (SMTC Corp)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the The termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party prior to the date of termination with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expensesAgreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Rocky Mountain Internet Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Subject to the provisions of Section 7.8 hereof3.1, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expensesAgreement.
Appears in 1 contract
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof8.4, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement Agreement, including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 1 contract
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the The termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement includingAgreement, but not limited to, legal and audit costs and out except that Transferee will have no liability in any event upon exercise of pocket expensesits right to terminate pursuant to Section 11.1.3 or 11.1.
Appears in 1 contract
Samples: Asset Exchange Agreement (Insight Communications Co Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof7.7, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 1 contract
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses; provided, however, that the aggregate liability of any party arising out of this Section 12 shall not be in excess of $500,000.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Medical Manager Corp)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the termination of this Agreement will in no way limit any obligation or liability 57 of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 1 contract
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof8.4, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 1 contract
Samples: Merger Agreement (Advanced Communications Group Inc/De/)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the The termination of this Agreement will in no way limit any obligation or liability of any party Party based on or arising from a breach or default by such party Party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement, except that Purchaser's liability under this Agreement including, but not in the event of termination shall be limited to, legal and audit costs and out of pocket expensesas provided in Section 11.3(c).
Appears in 1 contract
Samples: Asset Purchase Agreement (Pegasus Communications Corp)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof, the The termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement includingAgreement, but not limited to, legal and audit costs and out except that Buyer will have no liability in any event upon exercise of pocket expensesits right to terminate pursuant to Section 9.1.3 or 9.1.4.
Appears in 1 contract
Samples: Partnership Interest Purchase Agreement (Tele Communications International Inc)
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Subject to the provisions of Section 7.8 hereof10.1, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expensesAgreement.
Appears in 1 contract
LIABILITIES IN EVENT OF TERMINATION. Except as provided in Section 7.8 hereof7.6, the termination of this Agreement will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 1 contract
Samples: Stock Purchase and Exchange Agreement (Advanced Communications Group Inc/De/)
LIABILITIES IN EVENT OF TERMINATION. Except as otherwise provided in Section 7.8 hereofherein, the termination of this Agreement pursuant to Sections 8.1(ii) or 8.1(ii) hereof will in no way limit any obligation or liability of any party based on or arising from a breach or default by such party with respect to any of its representations, warranties, covenants or agreements contained in this Agreement including, but not limited to, legal and audit costs and out of pocket expenses.
Appears in 1 contract