Procedure Upon Termination. In the event of the termination and abandonment of this Agreement, written notice thereof shall promptly be given to the other parties hereto and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 7 contracts
Samples: Equity Purchase Agreement (Hicks Acquisition CO II, Inc.), Cross Purchase Agreement (Paperweight Development Corp), Equity Purchase Agreement (Paperweight Development Corp)
Procedure Upon Termination. In the event of the termination of this Agreement and the abandonment of this Agreementthe transactions contemplated hereby, written notice thereof shall promptly be given by a terminating party to the other parties hereto parties, and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereofparties.
Appears in 5 contracts
Samples: Merger Agreement (Bendele Phillip), Merger Agreement (Inotiv, Inc.), Interest Purchase Agreement (Vera Bradley, Inc.)
Procedure Upon Termination. In the event of the termination and abandonment of this Agreement, written notice thereof shall promptly be given to the other parties party hereto and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional breach hereof and, provided, further, that Buyer shall promptly deliver to Seller all documents, work paper and other materials of Seller and the Company related to the transactions contemplated hereby, whether or knowing breach of any provision not obtained before or after the execution hereof.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Blue Earth Solutions, Inc.), Stock Purchase Agreement (Datameg Corp), Stock Purchase Agreement (Pemco Aviation Group Inc)
Procedure Upon Termination. In the event of the termination and abandonment of this Agreement, written notice thereof shall promptly be given to the other parties hereto and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 4 contracts
Samples: Stock Purchase Agreement, Purchase Agreement (Ml Life Insurance Co of New York), Stock Purchase Agreement (Ford Motor Co)
Procedure Upon Termination. In the event of the termination and abandonment of this Agreement, written notice thereof shall promptly be given to the other parties party hereto and this Agreement shall terminate terminate, all further obligations of the parties hereunder to satisfy the conditions precedent to the Closing shall terminate, and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 4 contracts
Samples: Securities Exchange Agreement (At&t Corp), Common Stock Purchase Agreement (Metrocall Inc), Securities Exchange Agreement (Metrocall Inc)
Procedure Upon Termination. In the event of the termination and abandonment of this Agreement, written notice thereof shall promptly be given to the other parties party hereto and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 4 contracts
Samples: Stock and Asset Purchase Agreement (Arterial Vascular Engineering Inc), Stock and Asset Purchase Agreement (Bard C R Inc /Nj/), Asset Purchase and Sale Agreement (Home Products International Inc)
Procedure Upon Termination. In the event of the termination and abandonment of this Agreementpursuant to Section 7.1(a), written notice thereof shall promptly will forthwith be given to the other parties hereto party or parties, and the provisions of this Agreement shall terminate will terminate, and the transactions contemplated hereby shall herein will be abandoned abandoned, without further action by any of the parties party hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Veri-Tek International, Corp.), Asset Purchase Agreement (Noble International LTD), Asset Purchase Agreement (Eltrax Systems Inc)
Procedure Upon Termination. In the event of the termination and abandonment of this AgreementAgreement pursuant to Section 8.1 hereof, written notice thereof of such termination shall promptly forthwith be given to the other parties hereto Parties, and this Agreement shall thereupon terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereofParty.
Appears in 3 contracts
Samples: Share Purchase Agreement (Lufax Holding LTD), Share Purchase Agreement (NaaS Technology Inc.), Share Purchase Agreement
Procedure Upon Termination. In the event of the termination and abandonment of this AgreementAgreement by the Seller or the Purchaser, or both, pursuant to Section 2.4 hereof, written notice thereof shall promptly forthwith be given to the other parties hereto Parties, and this Agreement shall terminate terminate, and the transactions contemplated hereby Transaction shall be abandoned abandoned, without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereofParty.
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (CEB Inc.)
Procedure Upon Termination. In the event of the termination and abandonment of this AgreementAgreement by the Unitholder Representative or Purchaser, or both, pursuant to Section 2.3 hereof, written notice thereof shall promptly forthwith be given to the other parties hereto Party or Parties, and this Agreement shall terminate terminate, and the transactions contemplated hereby Transaction shall be abandoned abandoned, without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereofParty.
Appears in 1 contract
Procedure Upon Termination. In the event of the termination and abandonment of this Agreement, written notice thereof shall promptly be given to the other parties hereto and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 1 contract
Procedure Upon Termination. In the event of the termination and abandonment of this AgreementAgreement by a party hereto, written notice thereof shall promptly be given to the other parties hereto and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 1 contract
Samples: Stock Purchase and Sale Agreement (Chart House Investors LLC)
Procedure Upon Termination. In the event of the termination and abandonment of this -------------------------- Agreement, written notice thereof shall promptly be given to the other parties party hereto and this Agreement shall terminate terminate, all further obligations of the parties hereunder to satisfy the conditions precedent to the Closing shall terminate, and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Data Critical Corp)
Procedure Upon Termination. In Subject to the provisions of Section 8.2 above, in the event of the termination and abandonment of this Agreement, written notice thereof shall promptly be given by the terminating parties to the other parties hereto and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 1 contract
Samples: Merger Agreement (Golf Galaxy, Inc.)
Procedure Upon Termination. In the event of the termination and abandonment of this Agreement, written notice thereof shall will promptly be given to the other parties hereto and this Agreement shall will terminate and the transactions contemplated hereby shall will be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 1 contract
Samples: Subscription Agreement (First Reserve Corp /Ct/ /Adv)
Procedure Upon Termination. In the event of the termination and -------------------------- abandonment of this Agreement, written notice thereof shall promptly be given to the other parties party hereto and this Agreement shall terminate (subject to Section 10.1(c)) and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 1 contract
Procedure Upon Termination. In the event of the termination and -------------------------- abandonment of this AgreementAgreement by a party hereto, written notice thereof shall promptly be given to the other parties hereto and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 1 contract
Samples: Stock Purchase and Sale Agreement (Chart House Enterprises Inc)
Procedure Upon Termination. In the event of the termination and abandonment of this Agreementpursuant to Section 10.1, written notice thereof shall promptly be immediately given to the other parties hereto and this Agreement shall terminate Parties and the transactions contemplated hereby by this Agreement shall be abandoned terminated, without any further action by any of Party. If the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.transactions contemplated by this Agreement are terminated as provided herein:
Appears in 1 contract
Samples: Stock Purchase Agreement (Inspire Insurance Solutions Inc)
Procedure Upon Termination. In the event of the termination and abandonment of this Agreement, written notice thereof shall promptly be given to the other parties hereto and this Agreement shall terminate terminate, all further obligations of the parties hereunder to satisfy the conditions precedent to the Closing shall terminate, and the transactions Transaction contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, hereto except that nothing herein Section 6.5 (Confidentiality) shall relieve any party from liability for any intentional survive such termination or knowing breach of any provision hereofabandonment.
Appears in 1 contract
Procedure Upon Termination. In the event of the termination and abandonment of this AgreementAgreement by any party hereto pursuant to sub-paragraph (a), (b), (c) or (d) of Section 2.1 hereof, written notice thereof shall promptly forthwith be given to the other parties hereto parties, and this Agreement and the obligations of each of the parties hereto shall terminate terminate, and the transactions contemplated hereby hereunder shall be abandoned abandoned, without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 1 contract
Procedure Upon Termination. (i) In the event of the termination and abandonment of this Agreement, written notice thereof shall promptly be given to the other parties hereto and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof, except as otherwise provided in Sections 9.1(b)(ii) and 9.1(b)(iii).
Appears in 1 contract
Samples: Stock Purchase and Merger Agreement (SFG Capital Corp)
Procedure Upon Termination. In the event of the termination and abandonment of this Agreement, written notice thereof shall promptly be given to the other parties hereto and this Agreement shall terminate terminate, all further obligations of the parties hereunder to satisfy the conditions precedent to the Closing shall terminate, and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereof.
Appears in 1 contract
Samples: Series a Preferred Stock Purchase Agreement (Aether Systems LLC)
Procedure Upon Termination. In the event of the termination and abandonment of this AgreementAgreement by the Securityholder Representative or the Purchaser, or both, pursuant to Section 2.3 hereof, written notice thereof shall promptly forthwith be given to the other parties hereto Party or Parties, and this Agreement shall terminate terminate, and the transactions contemplated hereby Transactions shall be abandoned abandoned, without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereofParty.
Appears in 1 contract
Procedure Upon Termination. In the event of the termination of this Agreement and the abandonment of this Agreementthe transactions contemplated hereby, written notice thereof shall promptly be given by a terminating party to the other parties hereto party, and this Agreement shall terminate and the transactions contemplated hereby shall be abandoned without further action by any of the parties hereto; provided, however, that nothing herein shall relieve any party from liability for any intentional or knowing breach of any provision hereofparties.
Appears in 1 contract