Common use of Specific Enforcement; Extension of Period Clause in Contracts

Specific Enforcement; Extension of Period. (a) The Seller acknowledges that any breach or threatened breach by him or her of any provision of Sections 8.1 or 8.2 will cause continuing and irreparable injury to the Purchaser, the Surviving Corporation, the Company and their respective Related Companies for which monetary damages would not be an adequate remedy. Accordingly, the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies shall be entitled to injunctive relief from a court of competent jurisdiction, including specific performance, with respect to any such breach or threatened breach. In connection therewith, the Seller shall, in any action or proceeding to so enforce any provision of this Article 8, assert the claim or defense that an adequate remedy at law exists or that injunctive relief is not appropriate under the circumstances. The rights and remedies of the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies set forth in this Section 8.3 are in addition to any other rights or remedies to which the Purchaser, the Surviving Corporation, the Company or any of their respective Related Companies may be entitled, whether existing under this Agreement, at law or in equity, all of which shall be cumulative.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Imagemax Inc), Agreement and Plan of Reorganization (Imagemax Inc)

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Specific Enforcement; Extension of Period. (a) The Seller Each of the Sellers acknowledges that any breach or threatened breach by him or her of any provision of Sections 8.1 or 8.2 will cause continuing and irreparable injury to the Purchaser, the Surviving Corporation, the Company and their respective Related Companies for which monetary damages would not be an adequate remedy. Accordingly, the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies shall be entitled to injunctive relief from a court of competent jurisdiction, including specific performance, with respect to any such breach or threatened breach. In connection therewith, none of the Seller Sellers shall, in any action or proceeding to so enforce any provision of this Article 8, assert the claim or defense that an adequate remedy at law exists or that injunctive relief is not appropriate under the circumstances. The rights and remedies of the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies set forth in this Section 8.3 are in addition to any other rights or remedies to which the Purchaser, the Surviving Corporation, the Company or any of their respective Related Companies may be entitled, whether existing under this Agreement, at law or in equity, all of which shall be cumulative.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Imagemax Inc), Agreement and Plan of Reorganization (Imagemax Inc)

Specific Enforcement; Extension of Period. (a) The Seller acknowledges that any breach or threatened breach by him or her of any provision of Sections 8.1 or 8.2 will cause continuing and irreparable injury to the Purchaser, the Surviving Corporation, the Company and their respective Related Companies for which monetary damages would not be an adequate remedy. Accordingly, the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies shall be entitled to injunctive relief from a court of competent jurisdiction, including specific performance, with respect to any such breach or threatened breach. In connection therewith, the Seller shallshall not, in any action or proceeding to so enforce any provision of this Article 8, assert the claim or defense that an adequate remedy at law exists or that injunctive relief is not appropriate under the circumstances. The rights and remedies of the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies set forth in this Section 8.3 are in addition to any other rights or remedies to which the Purchaser, the Surviving Corporation, the Company or any of their respective Related Companies may be entitled, whether existing under this Agreement, at law or in equity, all of which shall be cumulative.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Imagemax Inc), Agreement and Plan of Reorganization (Imagemax Inc)

Specific Enforcement; Extension of Period. (a) The Seller Each of the Sellers acknowledges that any breach or threatened breach by him or her of any provision of Sections 8.1 or 8.2 8.2, to the extent such Section is applicable to such Seller, will cause continuing and irreparable injury to the Purchaser, the Surviving Corporation, the Company and their respective Related Companies for which monetary damages would not be an adequate remedy. Accordingly, the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies shall be entitled to injunctive relief from a court of competent jurisdiction, including specific performance, with respect to any such breach or threatened breach. In connection therewith, none of the Seller Sellers shall, in any action or proceeding to so enforce any provision of this Article 88 applicable to him, assert the claim or defense that an adequate remedy at law exists or that injunctive relief is not appropriate under the circumstances. The rights and remedies of the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies set forth in this Section 8.3 are in addition to any other rights or remedies to which the Purchaser, the Surviving Corporation, the Company or any of their respective Related Companies may be entitled, whether existing under this Agreement, at law or in equity, all of which shall be cumulative.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Imagemax Inc)

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Specific Enforcement; Extension of Period. (a) The Seller acknowledges Each of the Sellers acknowledge that any breach or threatened breach by him or her of any provision of Sections 8.1 or 8.2 will cause continuing and irreparable injury to the Purchaser, the Surviving Corporation, the Company and their respective Related Companies for which monetary damages would not be an adequate remedy. Accordingly, the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies shall be entitled to injunctive relief from a court of competent jurisdiction, including specific performance, with respect to any such breach or threatened breach. In connection therewith, none of the Seller Sellers shall, in any action or proceeding to so enforce any provision of this Article 8, assert the claim or defense that an adequate remedy at law exists or that injunctive relief is not appropriate under the circumstances. The rights and remedies of the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies set forth in this Section 8.3 are in addition to any other rights or remedies to which the Purchaser, the Surviving Corporation, the Company or any of their respective Related Companies may be entitled, whether existing under this Agreement, at law or in equity, all of which shall be cumulative.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Imagemax Inc)

Specific Enforcement; Extension of Period. (a) The Seller Each of the Sellers acknowledges that any breach or threatened breach by him or her of any provision of Sections 8.1 or 8.2 will cause continuing and irreparable injury to the Purchaser, the Surviving Corporation, the Company and their respective Related Companies for which monetary damages would not be an adequate remedy. Accordingly, the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies shall be entitled to injunctive relief from a court of competent jurisdiction, including specific performance, with respect to any such breach or threatened breach. In connection therewith, none of the Seller Sellers shall, in any action or proceeding to so enforce any provision of this Article 8, assert the claim or defense that an adequate remedy at law exists or that injunctive relief is not appropriate under the circumstances. The rights and remedies of the Purchaser, the Surviving Corporation, the Company and any of their respective Related Companies set forth in this Section 8.3 are in addition to any other rights or remedies to which the Purchaser, the Surviving Corporation, the Company or any of their respective Related Companies may be entitled, whether existing under this Agreement, at law or in equity, all of which shall be cumulative.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Imagemax Inc)

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