Method of Termination; Effect of Termination. (a) Any such right of termination hereunder shall be exercised by written notice of termination given by the terminating party to the applicable other parties hereto in the manner hereinafter provided in Section 10.02. (b) In the event of the termination of this Agreement pursuant to Section 9.01, this Agreement shall forthwith become void, there shall be no liability under this Agreement on the part of any of the parties hereto or any of their respective officers or directors and all rights and obligations of any party hereto shall cease, except for (i) fraud, (ii) as set forth in Section 9.03 and (iii) the provisions of Sections 7.04; provided, however, that nothing herein shall relieve any party from liability for, or be deemed to waive any rights of specific performance of this Agreement available to a party by reason of, any intentional breach by the other party or parties of this Agreement.
Appears in 5 contracts
Samples: Proxy Statement (Jason Inc), Proxy Statement (Jason Inc), Merger Agreement (Calendar Acquisition Corp)
Method of Termination; Effect of Termination. (a) Any such right of termination hereunder shall be exercised by written notice of termination given by the terminating party Party to the applicable other parties Parties hereto in the manner hereinafter provided in Section 10.028.03.
(b) In Except as provided in Section 8.01, in the event of the termination of this Agreement pursuant to Section 9.017.01, this Agreement shall forthwith become void, there shall be no liability under this Agreement on the part of any of the parties Parties hereto or any of their respective officers or directors and all rights and obligations of any party Party hereto shall cease, except for (i) fraud, fraud or intentional misrepresentation and (ii) as set forth in Section 9.03 and (iii) the provisions of Sections 7.047.03; provided, however, that nothing herein shall relieve any party Party from liability for, or be deemed to waive any rights of specific performance of this Agreement or other equitable remedy available to a party Party by reason of, of any intentional breach by the other party Party or parties Parties of this Agreement.
Appears in 2 contracts
Samples: Arrangement Agreement (Mdsi Mobile Data Solutions Inc /Can/), Arrangement Agreement (Mdsi Mobile Data Solutions Inc /Can/)
Method of Termination; Effect of Termination. (a) Any such right of termination hereunder shall be exercised by written notice of termination given by the terminating party to the applicable other parties hereto in the manner hereinafter provided in Section 10.0211.01.
(b) In the event of the termination of this Agreement pursuant to Section 9.018.01, this Agreement shall forthwith become void, there shall be no liability under this Agreement on the part of any of the parties hereto or any of their respective officers or directors and all rights and obligations of any party hereto shall cease, except for (i) fraudas described in Article IX, (ii) as set forth in Section 9.03 8.03 and (iii) the provisions of Sections 7.04the Confidentiality Agreement; provided, however, that nothing herein shall relieve any party from liability for, or be deemed to waive any rights of specific performance of this Agreement available to a party by reason of, any intentional breach by the other party or parties of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Forest Lake Partners LLC), Merger Agreement (Rymer Foods Inc)
Method of Termination; Effect of Termination. (a) Any such right of termination hereunder shall be exercised by written notice of termination given by the terminating party to the applicable other parties hereto in the manner hereinafter provided in Section 10.027.3. Any such right of termination shall be an exclusive remedy hereunder except as provided in Section 7.2(b) below.
(b) In Except for the agreements contained in Section 5.2, 5.3(b), 5.7, 7.3 this Section 7.2 and Article 8, in the event of the termination of this Agreement pursuant to Section 9.01Agreement, this Agreement shall forthwith become void, there shall be no liability under this Agreement on the part of any of the parties hereto or any of their respective officers or directors and all rights and obligations of any party hereto shall cease, except for (i) fraud, (ii) as set forth in Section 9.03 and (iii) the provisions of Sections 7.04; provided, however, that nothing -------- ------- herein shall relieve any party from liability for, or be deemed to waive any rights of specific performance of this Agreement available to a party by reason of, any intentional willful breach by the other party or parties of this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Asi Solutions Inc)