Limitation on Right to Terminate; Effect of Termination Sample Clauses

Limitation on Right to Terminate; Effect of Termination. (a) A party shall not be allowed to exercise any right of termination pursuant to Section 9.1 if the event giving rise to the termination right shall be due to the willful failure of such party seeking to terminate this Agreement to perform or observe in any material respect any of the covenants or agreements hereunder to be performed or observed by such party.
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Limitation on Right to Terminate; Effect of Termination. Neither Seller nor Buyer shall be allowed to exercise any right of termination pursuant to Section 10.1, (other than by Buyer under Section 10.1(e)) if the event giving rise to the termination right shall be due to the willful failure of such party seeking to terminate this Agreement to perform or observe in any material respect any of the covenants or agreements hereunder to be performed or observed by such party. Buyer shall not be allowed to exercise any right of termination pursuant to Section 10.1 if the event giving rise to the termination right shall be due to any action or inaction of Parent. In the event of the termination of this Agreement in accordance with Section 10.1, this Agreement shall thereafter become void and have no effect, and no party hereto shall have any liability to the other party hereto or their respective Affiliates, or their respective directors, officers or employees, except for the obligations of the parties hereto contained in this Section 10.2 and in Sections 12.1, 12.2, 12.7, 12.12, 12.13, 12.14, 12.15, 12.16 and 12.18 (and any related definitional provisions set forth in Article I), and except that nothing in this Section 10.2 shall relieve any party from liability for any breach of this Agreement that arose prior to such termination, for which liability the provisions of Article XI shall remain in effect in accordance with the provisions and limitations of such Article.
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Limitation on Right to Terminate; Effect of Termination. If this Agreement is terminated as permitted under Section 10.01 hereof, this Agreement shall thereafter become void and have no effect and no Party shall have liability to any Party, or any shareholder, director, officer, employee, agent, servant, consultant or representative of such Party except for the obligations of the parties hereto contained in this Section 10.02 and Section 12.03; provided, however, that if such termination shall result from the failure of any Party to fulfill a condition to the Closing or to perform a covenant of this Agreement or from a breach of this Agreement by any Party thereto, then such Party shall be fully liable for any and all direct and indirect costs, not including consequential damages, sustained or incurred by the other Party.
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Limitation on Right to Terminate; Effect of Termination. A party shall not be allowed to exercise any right of termination pursuant to SECTION 8.01 if the event giving rise to the termination right shall be due to the failure of such party or its Affiliate to perform or observe in any material respect any of the covenants set forth herein to be performed or observed by such party of its Affiliate; provided that SECTIONS 4.01(i), 4.02(f), 5.01(f), 5.02(c), 5.02(d), 5.03, 8.01(d)(i), 8.02 and 9.09 shall survive any such termination.
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Limitation on Right to Terminate; Effect of Termination. If this Agreement is terminated as permitted under Section 10.01 hereof, this Agreement shall thereafter become void and have no effect and no Party shall have liability to any Party, or any shareholder, director, officer, employee, agent, servant, consultant or representative of such Party except for the obligations of the Parties hereto contained in this Section 10.02 and Section 12.03; except to the extent that such termination results from the willful or intentional breach by any Party hereto of any representation, warranty, covenant or agreement hereunder. Notwithstanding the foregoing, if the Closing does not occur, the Company will be the sole Party responsible for, and will indemnify the Buyer against, any willful or intentional breach by any Seller of the representations and warranties contained in Section 3.
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Related to Limitation on Right to Terminate; Effect of Termination

  • Termination Effect of Termination 33 9.1 TERMINATION.................................................33 9.2

  • Effect of Termination of Service Except as otherwise provided in accordance with Section 4(b) above, if you cease to be a Service Provider, you will forfeit all unvested Units.

  • Effect of Termination for Cause If Employee's employment is terminated "For Cause":

  • Termination and Effect of Termination This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.

  • Effect of Termination of Agreement Upon the Termination Date or the Expiration Date, as applicable, any amounts then owing by a Party to the other Party shall become immediately due and payable and the then future obligations of Customer and Provider under this Agreement shall be terminated (other than the indemnity obligations set forth in Section 13). Such termination shall not relieve either Party from obligations accrued prior to the effective date of termination or expiration.

  • Effect of Termination Upon any expiration of the Term or termination of this Agreement, the obligations and rights of the parties hereto shall cease, provided that such expiration or termination of this Agreement shall not relieve the parties of any obligation or breach of this Agreement accruing prior to such expiration or termination, including, without limitation, all accrued payment obligations arising under Article 6. In addition, Article 5, Article 7, Section 2.12, Section 4.5, and this Section 4.6 shall survive the expiration or termination of this Agreement. For the avoidance of doubt, the rights of Registry Operator to operate the registry for the TLD shall immediately cease upon any expiration of the Term or termination of this Agreement.

  • Effect of Termination on Compensation In the event of the termination of this Agreement prior to the completion of the term of employment specified in Article 1, the Employee shall be entitled to the compensation earned by the Employee prior to the effective date of termination as provided for in this Agreement, computed pro rata up to and including that date. Except as otherwise provided in this Agreement, the Employee shall be entitled to no further compensation after the date of termination.

  • Notice of Termination; Effect of Termination Any proper termination of this Agreement under Section 7.1 will be effective immediately upon the delivery of written notice of the terminating party to the other parties hereto. In the event of the termination of this Agreement as provided in Section 7.1, this Agreement shall be of no further force or effect, except (i) as set forth in this Section 7.2, Section 7.3 and Article 8, each of which shall survive the termination of this Agreement, and (ii) nothing herein shall relieve any party from liability for any willful breach of this Agreement. No termination of this Agreement shall affect the obligations of the parties contained in the Confidentiality Agreement, all of which obligations shall survive termination of this Agreement in accordance with their terms.

  • Effect of Termination; Survival If the Service Agreement is terminated, the Provider shall destroy all of LEA’s Student Data pursuant to Article IV, section 6.

  • Termination on Notice The Province may terminate the Agreement at any time without liability, penalty, or costs upon giving at least 30 days’ Notice to the Recipient.

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