Remedies for Certain Breaches. If the Employee commits a breach, or threatens to commit a breach, of any of the provisions of Article 5, the Company shall have the following rights and remedies: forfeiture of stock options, forfeiture of any severance or other termination benefits and damages associated with the Breach, each of which rights and remedies shall be independent of the others, and shall be severally enforceable, and all of which rights and remedies shall be in addition to, and not in lieu of, any other rights and remedies available under law or in equity to the Company, the right and remedy to have the provisions of Article 5 enforced by any court in the State of New York, USA, it being acknowledged and agreed that any breach or threatened breach of Article 5 hereof by the Employee will cause irreparable injury to the Company and that money damages will not provide an adequate remedy to the Company.
Remedies for Certain Breaches. If Shareholder commits a breach, or threatens to commit a breach, of any of the provisions of this Agreement, the Company shall have the following rights and remedies, each of which rights and remedies shall be independent of the others, and shall be severally enforceable, and all of which rights and remedies shall be in addition to, and not in lieu of, any other rights and remedies available under law or in equity to the Company:
Remedies for Certain Breaches. If the Executive commits a breach, ----------------------------- or threatens to commit a breach, of any of the provisions of Sections 6, 7 and/or 8 hereof, the Company shall have the right and remedy to have the provisions of Sections 6, 7 and/or 8 enforced by any court of competent jurisdiction by injunction, restraining order, specific performance or other equitable relief in favor of the Company, it being acknowledged and agreed that any breach or threatened breach of Sections 6, 7 and/or 8 hereof by the Executive will cause irreparable injury to the Company and that money damages will not provide an adequate remedy to the Company. Each of such rights and remedies shall be independent of the others and shall be severally enforceable, and all of such rights and remedies shall be in addition to, and not in lieu of, any other rights and remedies available under law or in equity to the Company.
Remedies for Certain Breaches. If the Executive commits a breach, or threatens to commit a breach, of any of the provisions of Sections 6, 7 and/or 8 hereof, IPC shall have the following rights and remedies, each of which rights and remedies shall be independent of the others, and shall be severally enforceable, and all of which rights and remedies shall be in addition to, and not in lieu of, any other rights and remedies available under law or in equity to IPC:
Remedies for Certain Breaches. Notwithstanding any provision to the contrary contained herein, if this Agreement is terminated pursuant to Section 8.1(c)(ii) or Section 8.1(d)(ii) hereof, then either party shall be entitled to pursue any available legal rights to recover actual damages, including, without limitation, its reasonable costs and expenses incurred in pursuing such recovery (including, without limitation, reasonable attorneys’ fees).
Remedies for Certain Breaches. Executive acknowledges that the restrictions contained in Paragraphs 13 through 15 are reasonable and necessary for the protection of the legitimate proprietary business interests of the Company; that any violation of these restrictions would cause substantial injury to the Company and such interests; and that such restrictions were a material inducement to Company in originally offering employment to Executive and in now offering benefits under this Agreement. In the event of any violation or threatened violation of these restrictions, the Company shall be entitled to seek any rights, remedies or damages available at law, in equity for such violations, and shall be entitled to seek preliminary and temporary injunctive relief to prevent or restrain any such violation by the Executive and any and all persons directly or indirectly acting for or with Executive, as the case may be.
Remedies for Certain Breaches. Employee acknowledges and agrees that the covenants and obligations with respect to the provisions titled Non-Solicitation of Employees and Confidential Information and Unfair Competition (collectively, the "Restrictive Covenants") relate to special, unique and extraordinary services rendered by Employee to the Company and that the Company has provided valuable consideration to Employee in exchange for Employee’s agreement to be bound by the Restrictive Covenants. Employee further acknowledges and agrees that a violation of any of the material terms of the Restrictive Covenants by Employee will cause the Company to suffer irreparable injury for which adequate remedies are not available at law and damages would be difficult to ascertain and speculative. Therefore, if Employee violates or threatens to violate any of the material terms of the Restrictive Covenants Employee agrees that the Company shall be entitled to an injunction, restraining order or such other equitable relief (without the requirement to post bond) restraining Employee from committing any violation of the Restrictive Covenants. This relief is cumulative and in addition to any other rights and remedies the Company may have, whether at law or in equity. Furthermore, Employee acknowledges and agrees that in the event a court of competent jurisdiction determines in a final and non-appealable judgment that Employee violated the material terms of any of the Restrictive Covenants, Employee shall forfeit Employee’s right to the Separation Amount referenced in Section 3 and Employee agrees that Employee shall repay 50% of the full amount of the Separation Amount (and the Additional Separation Amount) to the Company if Employee has already received the Separation Amount and the Additional Separation Amount. This relief is cumulative and in addition to any further rights and remedies the Company may have at law or in equity.
Remedies for Certain Breaches. The Covered Executive acknowledges that the restrictions contained in Sections 1 and 2 of this Exhibit B are reasonable and necessary for the protection of the legitimate proprietary business interests of the Employer; that any violation of these restrictions would cause substantial injury to the Employer and such interests; that the Employer would not have caused the Covered Executive to participate under the Plan without receiving the additional consideration offered by the Covered Executive in binding himself to these restrictions; and that such restrictions were a material inducement to the Employer to offer the benefits set forth in the Plan. In the event of any violation or threatened violation of these restrictions, the Employer shall be relieved of any further obligations under the Plan, shall be entitled to seek any rights, remedies or damages available at law, in equity or otherwise under the Plan, and shall be entitled to seek preliminary and temporary injunctive relief granted by a court of competent jurisdiction to prevent or restrain any such violation by the Covered Executive and any and all persons directly or indirectly acting for or with the Covered Executive, as the case may be, while awaiting the decision of the arbitrator selected in accordance with Section 5 of the Plan, which decision, if rendered adverse to the Covered Executive, may include permanent injunctive relief to be granted by the court.
Remedies for Certain Breaches. For the purpose of this Section 26(f), a “Triggering Event” shall mean if Alpharma fails to deliver Product on or before the delivery date specified in the applicable Purchase Order or Product delivered to ViroPharma by Alpharma fails to meet the quality requirements and any other requirements set forth in this Agreement, provided that any such failure is not caused by Force Majeure, and in all instances whether or not the parties agree that such Triggering Event is a material breach of the Agreement or, with the passage of time may become a material breach of the Agreement. As from the [***] Product Qualification Date, in the event that a Triggering Event occurs three or more times in the trailing six month period, then ViroPharma shall have the right, upon delivery of written notice to Alpharma, to purchase Product from third parties notwithstanding ViroPharma’s purchase requirements under Section 9(a) and 14(a) of this Agreement, with all amounts purchased from such third parties credited towards amounts that ViroPharma is obligated to purchase from Alpharma under under Section 9(a) and 14(a) of this Agreement, until such time that Alpharma has addressed such issues. Alpharma will be deemed to have addressed the [***] Indicates material that has been omitted and for which confidential treatment has been requested. All such omitted material has been filed with the Securities and Exchange Commission pursuant to Rule 24b-2 under the Securities Exchange Act of 1934, as amended. issues at the latest at such time that during the trailing six months period no Triggering Event has occurred.
Remedies for Certain Breaches. For the purpose of this Section 26(f), a “Triggering Event” shall mean if Xellia fails to deliver Product on or before the delivery date specified in the applicable Purchase Order or Product delivered to ViroPharma by Xellia fails to meet the quality requirements and any other requirements set forth in this Agreement, provided that any such failure is not caused by Force Majeure, and in all instances whether or not the parties agree that such Triggering Event is a material breach of the Agreement or, with the passage of time may become a material breach of the Agreement. In the event that a Triggering Event occurs three (3) or more times in the trailing six (6) month period, then ViroPharma shall have the right, upon delivery of written notice to Xellia, to purchase Product from third parties notwithstanding ViroPharma’s purchase requirements under Section 9(a) and 14(a) of this Agreement, with all amounts purchased from such third parties credited towards amounts that ViroPharma is obligated to purchase from Xellia under under Section 9(a) and 14(a) of this Agreement, until such time that Xellia has addressed such issues. Xellia will be deemed to have addressed the issues at the latest at such time that during the trailing six months period no Triggering Event has occurred.
