Remedies in the Event of Breach. If the Company determines that Employee is not in compliance with the agreements and covenants set forth in Section 13 above, and such non-compliance has not been authorized in advance in a specific written waiver from the Company, the Committee may, without limiting other remedies that may be available to the Company, cause all or any portion of the Award to be forfeited, whether or not previously vested, and may require Employee to remit or deliver to the Company the amount of any consideration received by Employee upon the sale of any Shares delivered under the Award. Employee acknowledges and agrees that the calculation of damages from a breach of the foregoing agreements and covenants would be difficult to calculate accurately and that the remedies provided for herein are reasonable and not a penalty. Employee further agrees not to challenge the reasonableness of this provision even if the Company rescinds or withholds the delivery of Shares hereunder or withholds any amount otherwise payable to Employee as an offset to effectuate the foregoing.
Remedies in the Event of Breach. The Corporation and the Advisor understand ------------------------------- and agree that any breach or threatened breach by the Corporation or the Advisor of any of the provisions set forth in Section 4 and 5, cannot be remedied solely by the recovery of damages, and in the event of any such breach or threatened breach, the Corporation and the Advisor, as the case may be, shall be entitled to seek injunctive relief, restraining the Advisor or the Corporation, as the case may be, and any business, firm, corporation, individual, or other entity participating in such breach or attempted breach from engaging in any activity which would constitute a breach. The Corporation and the Advisor further agree that any dispute arising under the terms of this Agreement, other than a dispute that would be remedied by injunctive relief, shall be decided in accordance with the then current rules of the American Arbitration Association, and any arbitration award may be entered in a court of competent jurisdiction and enforced as a judgment thereof. Any such arbitration shall be heard at an appropriate location in the City of New York. Nothing herein, however, shall be construed as prohibiting the Corporation or the Advisor from pursuing, in conjunction with an injunction or otherwise, any other remedies available in equity for any such breach or threatened breach, including the recovery of damages.
Remedies in the Event of Breach. In recognition of the irreparable harm that a violation of this Agreement would cause the Employer, the Employee agrees that in addition to any other relief afforded by law, an injunction against such violation or violations may be issued against him and every other person connected thereby and the parties acknowledge that both damages and injunctive relief shall be proper modes of relief and are not to be considered alternative remedies.
Remedies in the Event of Breach. Non-Exchange Entity hereby recognizes that irreparable harm will result to MHBE, and to the business of MHBE, in the event of breach by Non- Exchange Entity of any of the covenants and assurances contained in this Agreement. As such, in the event of breach of any of the covenants and assurances contained in Sections C or D above, MHBE shall be entitled to enjoin and restrain Non-Exchange Entity from any continued violation of Sections C or D. Furthermore, in the event of breach of Sections C or D by Non-Exchange Entity, MHBE is entitled to reimbursement and indemnification from Non-Exchange Entity for MHBE’s reasonable attorneys’ fees and expenses and costs that were reasonably incurred as a proximate result of Non-Exchange Entity’s breach. The remedies contained in this Section G shall be in addition to, not in lieu of, any action for damages and/or any other remedy MHBE may have for breach of any part of this Agreement or the Underlying Agreement or which may be available to MHBE at law or in equity.
Remedies in the Event of Breach. Enrollment Assister hereby recognizes that irreparable harm will result to PHIEA, and to the business of PHIEA, in the event of a breach by Enrollment Assister of any of the covenants and assurances contained in this Agreement. As such, in the event of breach of any of the covenants and assurances contained herein, PHIEA shall be entitled to enjoin and restrain Enrollment Assister from any continued violation. Enrollment Assister shall reimburse and indemnify PHIEA from actual losses incurred as a result of Enrollment Assister’s breach, including PHIEA’s reasonable attorneys’ fees, expenses, and costs that were reasonably incurred as a proximate result of Enrollment Assister’s breach. The remedies contained in this Section shall be in addition to, not in lieu of, any action for damages and/or any other remedy PHIEA may have for breach of any part of this Agreement or which may be available to PHIEA at law or in equity.
Remedies in the Event of Breach. Notwithstanding the foregoing, if either Party breaches this Agreement, the Party determined to be in breach shall be liable for all expenses, including reasonable counsel fees, incurred by the non-breaching party through actions reasonably undertaken by such party due to the actions of the breaching Party.
Remedies in the Event of Breach. 1. In no event shall any party to this action have any continuing rights in this action against the State or City Board Defendants other than a claim for specific performance, in the event of a breach of this Agreement.
2. In the event of a dispute between or among the State of Missouri, the City School Board, the Suburban districts, and all other officers, agents, agencies and subdivisions of the State concerning their contract obligations, the matter shall be adjudicated only in State Court. Any relief in such an action shall be limited to specific performance of the Agreement. Venue for such an action brought by any suburban district(s) will be proper only in the Circuit Court of St. Louis County. Venue for such an action brought by the City Board will be proper only in the Circuit Court of the City of St. Louis.
3. In the event of a dispute between the State of Missouri or State and City Board defendants and the plaintiffs (including the United States) the plaintiffs may seek to compel specific performance of the terms of this agreement in federal court, but plaintiffs’ rights in any such claim shall be limited to such a claim for specific performance, and the parties agree that shall be the only purpose and basis for any further action by this Court after the Court’s approval of this agreement. The parties hereby agree to waive and dismiss all rights to any further relief from this Court.
4. The Parties agree that, following approval of the settlement agreement, the remaining obligations of the State of Missouri are solely financial and are limited to those set forth in the settlement agreement. The parties will not seek to expand the State’s or City Board’s obligation set forth in the Agreement or to seek any other relief not authorized by the Agreement. Parties will oppose the effort of any entity, whether or not a party to this litigation to obtain such relief in any venue. The parties agree that the State of Missouri shall have no obligation to enforce the obligations of any other party to this settlement agreement. With respect to any element of the State’s or City Board’s performance other than its obligations to pay money, such obligations may only be enforced by the signatory to this agreement to whose benefit that performance is most directly intended and by no other person regardless of whether that person asserts, believes, or demonstrates that they are the person for whose benefit that obligation was intended. Failure of any party other th...
Remedies in the Event of Breach. The Corporation and the Founders understand and agree that any breach or threatened breach by the Corporation or the Founders of any of the above provisions cannot be remedied solely by the recovery of damages, and in the event of any such breach or threatened breach, the Corporation or the Founders, as the case may be, shall be entitled to injunctive relief, restraining the Founders or the Corporation, as the case may be, and any business, firm, corporation, individual, or other entity participating in such breach or attempted breach from engaging in any activity which would constitute a breach. The Corporation and the Founders further agree that any dispute arising under the terms of this Agreement, other than a dispute that would be remedied by injunctive relief, shall be decided in accordance with the then current rules of the American Arbitration Association, and any arbitration award may be entered in a court of competent jurisdiction and enforced as a judgment thereof. Nothing herein, however, shall be construed as prohibiting the Corporation or the Founders from pursuing, in conjunction with an injunction or otherwise, any other remedies available in equity for any such breach or threatened breach, including the recovery of damages.
Remedies in the Event of Breach. Notwithstanding the terms of this Section 10, nothing in this Agreement will preclude either party from declaring the other party to be in breach of its performance obligations under this Agreement if such party fails to cure any material breach within thirty (30) days after notice thereof from the other party. Upon a declaration of breach, (a) the non-breaching party may seek recovery of monetary damages from the breaching party in a court of applicable jurisdiction; and (b) if PHC is the non-breaching party, PHC may withhold delivery of any outstanding Purchase Orders and otherwise suspend its performance under this Agreement without liability until such breach is remedied by Eden. PHC’s failure to fulfill any outstanding Purchase Orders or to supply Compositions to Eden, or PHC’s suspension of its performance under this Agreement, due to Eden’s uncured material breach shall not constitute a Failure of Supply.
Remedies in the Event of Breach. If any Party to this Settlement Agreement initiates legal action to enforce this Settlement Agreement, then any Party that is found (in a final decision from which no further appeal may be brought) to have breached the Settlement Agreement shall be liable to each prevailing Party in such action for its attorneys’ fees and costs.
