Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto or any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 shall limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 12 contracts
Samples: Merger Agreement, Merger Agreement (Energy Transfer Partners, L.P.), Merger Agreement (Sunoco Logistics Partners L.P.)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party Stockholder hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) affiliates shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 9(l) shall limit any liability of the parties to this Agreement any Stockholder hereto for its breaches of the terms and conditions of this Agreement.
Appears in 9 contracts
Samples: Voting Agreement (Yuma Energy, Inc.), Voting Agreement (Yuma Energy, Inc.), Voting Agreement (Yuma Energy, Inc.)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party Party hereto or any of their respective Affiliates (unless such Affiliate is expressly a party Party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 3 contracts
Samples: Merger Agreement, Merger Agreement (Southcross Energy Partners, L.P.), Merger Agreement (American Midstream Partners, LP)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 8.13 shall limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 3 contracts
Samples: Merger Agreement (Lufkin Industries Inc), Merger Agreement (Copano Energy, L.L.C.), Merger Agreement (Kinder Morgan Energy Partners L P)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto or of any of their its respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 5.13 shall limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 3 contracts
Samples: Voting Agreement (Copano Energy, L.L.C.), Voting Agreement (Kinder Morgan Energy Partners L P), Voting Agreement (TPG Advisors VI, Inc.)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto Party or of any of their its respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 7.10 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cerberus Cyber Sentinel Corp), Merger Agreement (Cerberus Cyber Sentinel Corp), Merger Agreement (Cerberus Cyber Sentinel Corp)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party Stockholder hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) affiliates shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 10(l) shall limit any liability of the parties to this Agreement any Stockholder hereto for its breaches of the terms and conditions of this Agreement.
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Earthstone Energy Inc), Voting Agreement (Earthstone Energy Inc), Voting Agreement (Bold Energy Holdings, LLC)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate Affiliate of any party hereto or any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall will have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 shall 8.13 will limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Markwest Energy Partners L P), Merger Agreement
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party Party hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Exchange Agreement (Earthstone Energy Inc), Exchange Agreement
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative Representative or affiliate Affiliate of any party hereto or any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 shall limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (JP Energy Partners LP), Merger Agreement (American Midstream Partners, LP)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholdershareholder, trustee, beneficiary, settlor, agent, attorney, representative or affiliate of any party hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) affiliates shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 8.7 shall limit any liability of the parties to this Agreement hereto for breaches of the terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Voting Agreement (Wmi Holdings Corp.), Voting Agreement and Proxy (Wmi Holdings Corp.)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party Stockholder hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) affiliates shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 8(l) shall limit any liability of the parties to this Agreement any Stockholder hereto for its breaches of the terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Contribution Agreement (Earthstone Energy Inc), Voting Agreement (Earthstone Energy Inc)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate Affiliate of any party hereto or any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall will have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; providedprovided , howeverhowever , that nothing in this Section 8.12 shall 8.13 will limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (MPLX Lp), Merger Agreement (Marathon Petroleum Corp)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party Stockholder hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) affiliates shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 paragraph (k) shall limit any liability of the parties to this Agreement Stockholder hereto for its breaches of the terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Voting Agreement (Halcon Resources Corp), Voting Agreement (Georesources Inc)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto Party or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 7.13 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Exchange Agreement (Magellan Petroleum Corp /De/), Exchange Agreement (Magellan Petroleum Corp /De/)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto Party or any of their respective Affiliates (unless such Affiliate is expressly a party to this AgreementParty) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 shall limit any liability of the Parties to this Agreement or the parties to this the Support Agreement for breaches of the terms and conditions of this Agreement and the Support Agreement, as applicable.
Appears in 2 contracts
Samples: Merger Agreement (Hoegh LNG Partners LP), Merger Agreement (Hoegh LNG Holdings Ltd.)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholdershareholder, agent, attorney, representative or affiliate of any party Shareholder hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) affiliates shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 9(l) shall limit any liability of the parties to this Agreement any Shareholder hereto for its breaches of the terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Voting Agreement (Pyramid Oil Co), Voting Agreement (Pyramid Oil Co)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto or any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 11.12 shall limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Contribution Agreement and Agreement and Plan of Merger (Western Gas Partners LP), Contribution Agreement and Agreement and Plan of Merger (Anadarko Petroleum Corp)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto Party or of any of their its respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby, in the absence of fraud; provided, however, that nothing in this Section 8.12 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative representative, or affiliate of any party hereto Party or any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreementhereto) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with with, or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated herebyTransactions; provided, however, that nothing in this Section 8.12 8.10 shall limit any liability of the parties to this Agreement Parties for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholderstockholders, agent, attorney, representative or affiliate of any party hereto Party or of any of their its respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 5.10 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Cerberus Cyber Sentinel Corp)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party Stockholder hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; providedhereby;provided, however, that nothing in this Section 8.12 9(l) shall limit any liability of the parties to this Agreement any Stockholder hereto for its breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Samples: Restructuring and Exchange Agreement (Yuma Energy, Inc.)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto hereto, any Financing Party, or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) affiliates shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 9.16 shall limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Deltek, Inc)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto Party or of any of their its respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 Vl.10 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Cerberus Cyber Sentinel Corp)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholdershareholder, agent, attorney, representative or affiliate of any party hereto or any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 shall limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto or any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; hereby; provided, however, that nothing in this Section 8.12 shall limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Samples: Merger Agreement
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto Party or of any of their its respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 VII.10 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Cerberus Cyber Sentinel Corp)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) affiliates shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 8.13 shall limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party Stockholder hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 9(l) shall limit any liability of the parties to this Agreement any Stockholder hereto for its breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Samples: Voting Agreement (Yuma Energy, Inc.)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative Representative or affiliate Affiliate of any party hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability Liability (whether in contract or in tort) for any obligations or liabilities Liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 8.17 shall limit any liability of the parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Fx Energy Inc)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto Party or of any of their its respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 6.10 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Samples: Share Purchase Agreement (Cerberus Cyber Sentinel Corp)
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto Party or any of their respective Affiliates (unless such Affiliate is expressly a party to this AgreementParty) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated herebyTransactions; provided, however, that nothing in this Section 8.12 8.14 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholdershareholder, agent, attorney, representative or affiliate of any party hereto or Party nor any of their respective its Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract contract, tort or in tortotherwise) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 8.9 shall limit any liability of the parties to this Agreement Parties for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto Party or any of their respective Affiliates (unless such Affiliate is expressly a party to this AgreementParty) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate of any party hereto Party or of any of their its respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party Party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 shall limit any liability of the parties Parties to this Agreement for breaches of the terms and conditions of this Agreement.
Appears in 1 contract
Non-Recourse. No past, present or future director, officer, employee, incorporator, member, partner, stockholder, agent, attorney, representative or affiliate Affiliate of any party Stockholder hereto or of any of their respective Affiliates (unless such Affiliate is expressly a party to this Agreement) shall have any liability (whether in contract or in tort) for any obligations or liabilities of such party arising under, in connection with or related to this Agreement or for any claim based on, in respect of, or by reason of, the transactions contemplated hereby; provided, however, that nothing in this Section 8.12 10(l) shall limit any liability of the parties to this Agreement any Stockholder hereto for its breaches of the terms and conditions of this Agreement.
Appears in 1 contract
