Remedy for Certain Breaches. If Employer breaches Sections 2.1, 3.1, or 3.3 through 3.12, and Executive does not give notice of termination for Good Reason, the Executive is limited to a maximum of six months period for damages for any such breach.
Remedy for Certain Breaches. (a) Covenantor acknowledges and agrees that the restrictions on his activities under the provisions of Paragraphs 1, 2 and 3 are required for the reasonable protection of the Company. Covenantor further acknowledges and agrees that a breach of any of those obligations will result in irreparable harm to the Company, for which there would be no adequate remedy at law, and therefore, Covenantor irrevocably and unconditionally (i) agrees that in addition to any other remedies which the Company may have under this Agreement or otherwise, all of which remedies shall be cumulative, the Company shall be entitled to apply to any court of competent jurisdiction for preliminary and permanent injunctive relief and other equitable relief, without the necessity of proving actual damage, restraining Covenantor from doing or continuing to do or perform any acts constituting such breach or threatened breach, (ii) agrees that such relief and any other claim by the Company pursuant hereto may be brought in the United States District Court for the Southern District of New York, or if such court does not have subject matter jurisdiction or will not accept jurisdiction, in any court of general jurisdiction in the State of New York, (iii) consents to the non-exclusive jurisdiction of any such court in any such suit, action or proceeding, and (iv) waives any objection which Covenantor may have to the laying of venue of any such suit, action or proceeding in any such court.
Remedy for Certain Breaches. The Seller acknowledges and agrees that the covenants in Section 7.2 were negotiated at arm’s length, are required for the fair and reasonable protection of Buyer, that Bxxxx would not have purchased the Acquired Assets had the Seller not agreed to these covenants, that the restrictions contained herein are designed to protect the business of Buyer, and that the obligations of Buyer in this Agreement constitute adequate consideration for the obligations of the Seller under Section 7.2. The Seller further acknowledges and agrees that a breach of any of the covenants, obligations or agreements set forth in Section 7.2, will result in irreparable and continuing damage to Buyer and its business and property for which there may be no adequate remedy at Law, and the Seller agrees that in the event of any such breach, Buyer shall be entitled to injunctive relief to restrain such breach by any Seller, and to such other and further relief (including damages) as is proper under the circumstances.
Remedy for Certain Breaches. Employee acknowledges that the obligations set forth in paragraphs 8, 9 and/or 10 hereof are required for the reasonable protection of Company. Employee further acknowledges and agrees that a breach of those obligations and agreements will result in immediate and irreparable damage to Company for which there will be no adequate remedy at law, and agrees that in the event of any breach of said obligations, Company, and its successors and assigns, shall be entitled to injunctive relief (including but not limited to an ex parte temporary restraining order) and to such other and further relief as is proper in the circumstances.
Remedy for Certain Breaches. The parties acknowledge and agree that the covenants in this Section 7.1 were negotiated at arm’s length, are required for the fair and reasonable protection of Buyer and Seller, that Buyer would not have purchased, and Seller would not have sold, the Purchased Assets had the other party not agreed to these covenants, that the restrictions contained herein are designed to protect the business of Buyer or Seller, as applicable, and to ensure that the parties do not engage in unfair competition with each other, and that the obligations of the parties in this Agreement constitute adequate consideration for the parties’ obligations under this Section 7.1. The parties further acknowledge and agree that a breach of any of the covenants, obligations or agreements set forth in this Section 7.1 will result in irreparable and continuing damage to the non-breaching party in its business and property for which there will be no adequate remedy at law, and the parties agree that, in the event of any such breach, the non-breaching party shall be entitled to injunctive relief to restrain such breach by the breaching party without the necessity of proof of actual damages or the posting of a bond, and to such other and further relief (including damages) as is proper under the circumstances.
Remedy for Certain Breaches. Each Restricted Party acknowledges and agrees that the restrictions on his, her or its activities under the provisions of this Section 10 are required for the reasonable protection of Buyer and the Company Group in connection with the execution of and Closing under this Agreement. Each Restricted Party further acknowledges and agrees that a breach or threatened breach of any of those obligations will result in irreparable harm to Buyer and the Company Group for which there would be no adequate remedy at law, and therefore, each Restricted Party irrevocably and unconditionally agrees that in addition to any other remedies which Buyer may have under this Agreement or otherwise, all of which remedies shall be cumulative, Buyer shall be entitled to apply to any court of competent jurisdiction for ex parte preliminary and permanent injunctive relief and other equitable relief (without the necessity of posting bond or other security or proving actual damage) restraining each of the Restricted Parties or any affiliate of a Restricted Party (or other Person associated with such Restricted Party), as the case may be, from doing or continuing to do or perform any acts constituting such breach or threatened breach, and each Restricted Party agrees that the existence of any Claim or cause of action by any Restricted Party against Buyer (or any other Person) and the Company Group whether predicated on this Agreement or not, shall not constitute a defense (or give rise to a right of offset) to the enforcement by Buyer of the provisions of this Agreement. If the final judgment of a court of competent jurisdiction declares that any term or provision of this Section 10 is invalid or unenforceable, the parties hereto agree that the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration, or area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment may be appealed.
Remedy for Certain Breaches. (a) Covenantor acknowledges and agrees that the restrictions on his activities under the provisions of Paragraphs 1, 2 and 3 above are required for the reasonable protection of the Company. Covenantor irrevocably and unconditionally (i) agrees that in addition to any other remedies which the Company may have under this Agreement or otherwise, all of which remedies shall be cumulative, the Company shall be entitled to apply to any court of competent jurisdiction for preliminary and permanent injunctive relief and other equitable relief, without the necessity of proving actual damage, restraining Covenantor from doing or continuing to do or perform any acts constituting such breach or threatened breach, (ii) agrees that such relief and any other claim by the Company pursuant hereto may be brought in the United States District Court for the Northern District of Illinois, or if such court does not have subject matter jurisdiction or will not accept jurisdiction, in any court of general jurisdiction in the State of Illinois, (iii) consents to the nonexclusive jurisdiction of any such court in any such suit, action or proceeding, and (iv) waives any objection which Covenantor may have to the laying of venue of any such suit, action or proceeding in any such court.
Remedy for Certain Breaches. Executive acknowledges that in consideration for the covenants set forth in Sections 4 through 7 hereof, the Company has granted to Executive the employment, salary and benefits described herein, and that such covenants were negotiated at arms' length and are required for the fair and reasonable protec- tion of the Company. Executive further acknowledges and agrees that a breach of any of such covenants will result in irreparable and continuing damage to the Company for which there will be no adequate remedy at law, and Executive agrees that in the event of any such breach the Company and its successors and assigns shall be entitled to injunctive relief to restrain such breach by Executive and to such other and further relief (including damages) as is proper under the circumstances.
Remedy for Certain Breaches. Philips acknowledges that in consideration for the covenants and provisions set forth in Paragraphs 10, 13 and 15 of this Agreement, CTI has agreed to the consideration provided herein, and that the provisions of Paragraphs 10, 13 and 15 are required for the fair and reasonable protection of CTI. Philips further agrees that a breach of any of the covenants, obligations or agreements set forth in Paragraphs 10, 13 and 15 will result in irreparable and continuing damage to CTI in its business and property for which there will be no adequate remedy at law, and that Philips agrees that in the event of any such breach CTI and its successors or assigns shall be entitled to injunctive relief, without the payment of bond, to restrain such breach by Philips, and to such other and further relief (including damages) as is proper under the circumstances.
Remedy for Certain Breaches. Employee acknowledges that in consideration for the covenants and provisions set forth in Sections 4, 5 and 6 hereof, the Company has granted to Employee the employment, salary, and benefits described herein, and that the provisions of such Sections 4, 5 and 6 hereof were negotiated at arms’ length and are required for the fair and reasonable protection of the Company. Employee further acknowledges and agrees that a breach of any of the covenants, obligations, or agreements set forth in Sections 4 through 6 hereof will result in irreparable and continuing damage to the Company in its business and property for which there will be no adequate remedy at law, and Employee agrees that in the event of any such breach the Company and its successors or assigns shall be entitled to injunctive relief to restrain such breach by Employee, and to such other and further relief (including damages) as is proper under the circumstances.
