Common use of Specific Performance and other Equitable Rights Clause in Contracts

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Shareholder, on the one hand, or Xos, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, Xos, on the one hand, or the Shareholder, on the other hand, shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (i) by seeking the remedies provided for in this Section 7.7, a party shall not in any respect waive its right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 shall require any party hereto to institute any proceeding for (or limit any party’s right to institute any proceeding for) specific performance under this Section 7.7 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any party’s right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Shareholder, on the one hand, or XosEMV, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, XosEMV, on the one hand, or the Shareholder, on the other hand, shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (i) by seeking the remedies provided for in this Section 7.7, a party shall not in any respect waive its right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 shall require any party hereto to institute any proceeding for (or limit any party’s right to institute any proceeding for) specific performance under this Section 7.7 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any party’s right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage harm would occur for which money damages would not be an adequate remedy at Law in the event that any provision of the provisions of this Agreement were not performed in accordance with its their specific terms or were otherwise breached, and . It is accordingly agreed that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Shareholder, on the one hand, or Xos, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, Xos, on the one hand, or the Shareholder, on the other hand, shall be entitled to an injunction or injunctions seek injunctive relief, specific performance and other equitable relief to prevent or restrain breaches or threatened breaches of this Agreement by the otherAgreement, and to specifically enforce compliance with the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual for proof of damages and without any requirement or for the securing or posting of any bond in connection with the obtaining of any such injunctionrelief. Each The rights set forth in this 6.10, including rights of specific performance and enforcement, subject to Section 6.10(b), are in addition to any other remedy to which the parties may be entitled at Law or in equity. None of the parties shall object to the granting of injunctive relief, specific performance or other equitable relief on the basis that there exists an adequate remedy at law. (b) Each party hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, remedies provided for herein and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (ia) by seeking the remedies provided for in this Section 7.76.10, a party shall not in any respect waive its their right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 are not available or otherwise are not granted(including monetary damages), and (iib) nothing set forth in this Section 7.7 6.10 shall require any party hereto to institute any proceeding Proceeding for (or limit any party’s 's right to institute any proceeding Proceeding for) specific performance under this Section 7.7 6.10 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 this Agreement (and pursuing damages after and/or receipt of any amounts due in connection with such termination), nor shall the commencement of any legal proceeding Proceeding pursuant to this Section 6.10 or anything set forth in this Section 6.10 restrict or limit any party’s 's right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 hereof, or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Shareholder, on the one hand, or XosDifference, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, XosDifference, on the one hand, or the Shareholder, on the other hand, shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (ix) by seeking the remedies provided for in this Section 7.76.11, a party shall not in any respect waive its right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 6.11 are not available or otherwise are not granted, and (iiy) nothing set forth in this Section 7.7 6.11 shall require any party hereto to institute any proceeding for (or limit any party’s 's right to institute any proceeding for) specific performance under this Section 7.7 6.11 prior or as a condition to exercising any termination right under Section 6.1 5.1 or Section 6.2 5.2 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any party’s 's right to terminate this Agreement in accordance with the terms of Section 6.1 5.1 or Section 6.2 5.2 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Shareholder, on the one hand, or XosMogo, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, XosMogo, on the one hand, or the Shareholder, on the other hand, shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (ix) by seeking the remedies provided for in this Section 7.76.11, a party shall not in any respect waive its right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 6.11 are not available or otherwise are not granted, and (iiy) nothing set forth in this Section 7.7 6.11 shall require any party hereto to institute any proceeding for (or limit any party’s 's right to institute any proceeding for) specific performance under this Section 7.7 6.11 prior or as a condition to exercising any termination right under Section 6.1 5.1 or Section 6.2 5.2 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any party’s 's right to terminate this Agreement in accordance with the terms of Section 6.1 5.1 or Section 6.2 5.2 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by any of the Shareholder, on the one hand, or XosHecla, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, XosHecla, on the one hand, or the Shareholder, on the other hand, shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (i) by seeking the remedies provided for in this Section 7.76.11, a party shall not in any respect waive its right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 6.11 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 6.11 shall require any party hereto to institute any proceeding for (or limit any party’s right to institute any proceeding for) specific performance under this Section 7.7 6.11 prior or as a condition to exercising any termination right under Section 6.1 5.1 or Section 6.2 5.2 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any party’s right to terminate this Agreement in accordance with the terms of Section 6.1 5.1 or Section 6.2 5.2 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Tevva Shareholder, on the one hand, or XosEMV, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, XosEMV, on the one hand, or the Tevva Shareholder, on the other hand, shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (i) by seeking the remedies provided for in this Section 7.76.7, a party shall not in any respect waive its right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 6.7 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 6.7 shall require any party hereto to institute any proceeding for (or limit any party’s right to institute any proceeding for) specific performance under this Section 7.7 6.7 prior or as a condition to exercising any termination right under Section 6.1 5.1 or Section 6.2 5.2 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any party’s right to terminate this Agreement in accordance with the terms of Section 6.1 5.1 or Section 6.2 5.2 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage harm would occur for which money damages would not be an adequate remedy at Law in the event that any provision of the provisions of this Agreement were not performed in accordance with its their specific terms or were otherwise breached, and . It is accordingly agreed that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Shareholder, on the one hand, or Xos, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, Xos, on the one hand, or the Shareholder, on the other hand, shall be entitled to an injunction or injunctions seek injunctive relief, specific performance and other equitable relief to prevent or restrain breaches or threatened breaches of this Agreement by the otherAgreement, and to specifically enforce compliance with the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual for proof of damages and without any requirement or for the securing or posting of any bond in connection with the obtaining of any such injunctionrelief. Each The rights set forth in this 6.10, including rights of specific performance and enforcement, subject to Section 6.10(b), are in addition to any other remedy to which the parties may be entitled at Law or in equity. None of the parties shall object to the granting of injunctive relief, specific performance or other equitable relief on the basis that there exists an adequate remedy at law. (b) Each party hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, remedies provided for herein and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (ia) by seeking the remedies provided for in this Section 7.76.10, a party shall not in any respect waive its right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 are not available or otherwise are not granted(including monetary damages), and (iib) nothing set forth in this Section 7.7 6.10 shall require any party hereto to institute any proceeding Proceeding for (or limit any party’s 's right to institute any proceeding Proceeding for) specific performance under this Section 7.7 6.10 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 this Agreement (and pursuing damages after and/or receipt of any amounts due in connection with such termination), nor shall the commencement of any legal proceeding Proceeding pursuant to this Section 6.10 or anything set forth in this Section 6.10 restrict or limit any party’s 's right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 hereof, or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by the EMV Shareholder, on the one hand, or XosTevva, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, XosTevva, on the one hand, or the EMV Shareholder, on the other hand, shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (i) by seeking the remedies provided for in this Section 7.7, a party shall not in any respect waive its right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 shall require any party hereto to institute any proceeding for (or limit any party’s right to institute any proceeding for) specific performance under this Section 7.7 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any party’s right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by any of the Shareholder, on the one hand, or Xosthe Purchaser Parties, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, Xosthe Purchaser Parties, on the one hand, or the Shareholder, on the other hand, shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (i) by seeking the remedies provided for in this Section 7.76.11, a party shall not in any respect waive its right to seek any other form of relief that may be available to a such party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 6.11 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 6.11 shall require any party hereto to institute any proceeding for (or limit any party’s right to institute any proceeding for) specific performance under this Section 7.7 6.11 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 5.2 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any party’s right to terminate this Agreement in accordance with the terms 11633448v2 of Section 6.1 or Section 6.2 5.2 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties Parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties Parties acknowledge and hereby agree that in the event of any breach or threatened breach by any Securityholder or the Shareholder, on the one hand, or Xos, on the other hand, Purchaser of any of their respective its covenants or obligations set forth in this Agreement, Xos, on the one hand, or Securityholders and the Shareholder, on the other hand, Purchaser shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the otheranother Party, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Party under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties Parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties Parties under this Agreement. (b) The parties hereto Parties further agree that (i) by seeking the remedies provided for in this Section 7.75.10, a party Party shall not in any respect waive its right to seek any other form of relief that may be available to a party Party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 5.10 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 5.10 shall require any party hereto Party to institute any proceeding for (or limit any party’s Party's right to institute any proceeding for) specific performance under this Section 7.7 5.10 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 4.1 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any party’s Party's right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 4.1 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties Parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties Parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Shareholder, on Securityholder or the one hand, or Xos, on the other hand, Purchaser of any of their respective its covenants or obligations set forth in this Agreement, Xos, on the one hand, or Securityholder and the Shareholder, on the other hand, Purchaser shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the otherother Party, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Party under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties Parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, him or her, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties Party under this Agreement. (b) The parties hereto Parties further agree that (i) by seeking the remedies provided for in this Section 7.75.10, a party Party shall not in any respect waive its such Party's right to seek any other form of relief that may be available to a party Party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 5.10 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 5.10 shall require any party hereto Party to institute any proceeding for (or limit any party’s Party's right to institute any proceeding for) specific performance under this Section 7.7 5.10 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 4.1 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any party’s Party's right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 4.1 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. ‌ (a) The parties Parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties Parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Shareholder, on the one hand, Securityholder or Xos, on the other hand, STEP of any of their respective covenants or obligations set forth in this Agreement, Xos, on the one hand, or the Shareholder, on the other hand, Securityholder and STEP shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the otherother Party, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Party under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties Parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, it and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties Party under this Agreement. (b) The parties hereto Parties further agree that (i) by seeking the remedies provided for in this Section 7.75.10, a party Party shall not in any respect waive its such Party’s right to seek any other form of relief that may be available to a party Party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 5.10 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 5.10 shall require any party hereto Party to institute any proceeding for (or limit any partyParty’s right to institute any proceeding for) specific performance under this Section 7.7 5.10 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 4.1 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any partyParty’s right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 4.1 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by any of the Shareholder, on the one hand, or Xosthe Acquiror or the Acquiror Parent, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, Xosthe Acquiror or the Acquiror Parent, on the one hand, or the Shareholder, on the other hand, shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (ix) by seeking the remedies provided for in this Section 7.76.12, a party shall not in any respect waive its right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 6.12 are not available or otherwise are not granted, and (iiy) nothing set forth in this Section 7.7 6.12 shall require any party hereto to institute any proceeding for (or limit any party’s 's right to institute any proceeding for) specific performance under this Section 7.7 6.12 prior or as a condition to exercising any termination right under Section 6.1 5.1 or Section 6.2 5.2 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any party’s 's right to terminate this Agreement in accordance with the terms of Section 6.1 5.1 or Section 6.2 5.2 or pursue any other remedies under this Agreement that may be available then or thereafter. (c) Any amount that the Acquiror or the Acquiror Parent may be entitled to in the event of any breach by the Shareholder of its covenants or obligations set forth in this Agreement to vote in favour of the Amalgamation or tender to any Alternative Transaction will be reduced by an amount equal to any amount paid to the Acquiror by the Corporation as a Termination Payment pursuant to the Acquisition Agreement, provided that such Termination Payment has been paid within the time specified in Section 9.3 of the Acquisition Agreement in respect of a Termination Payment Event.

Specific Performance and other Equitable Rights. (a) The parties Parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties Parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Shareholder, on Securityholder or the one hand, or Xos, on the other hand, Purchaser of any of their respective its covenants or obligations set forth in this Agreement, Xos, on the one hand, or Securityholder and the Shareholder, on the other hand, Purchaser shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the otherother Party, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Party under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties Parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, him or her, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties Party under this Agreement. (b) The parties hereto Parties further agree that (i) by seeking the remedies provided for in this Section 7.75.10, a party Party shall not in any respect waive its such Party’s right to seek any other form of relief that may be available to a party Party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 5.10 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 5.10 shall require any party hereto Party to institute any proceeding for (or limit any partyParty’s right to institute any proceeding for) specific performance under this Section 7.7 5.10 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 4.1 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any partyParty’s right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 4.1 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage harm would occur for which money damages would not be an adequate remedy at Law in the event that any provision of the provisions of this Agreement were not performed in accordance with its their specific terms or were otherwise breached, and . It is accordingly agreed that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Shareholder, on the one hand, or Xos, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, Xos, on the one hand, or the Shareholder, on the other hand, shall be entitled to an injunction or injunctions seek injunctive relief, specific performance and other equitable relief to prevent or restrain breaches or threatened breaches of this Agreement by the otherAgreement, and to specifically enforce compliance with the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual for proof of damages and without any requirement or for the securing or posting of any bond in connection with the obtaining of any such injunctionrelief. Each The rights set forth in this 6.10, including rights of specific performance and enforcement, subject to Section 6.10(b), are in addition to any other remedy to which the parties may be entitled at Law or in equity. None of the parties shall object to the granting of injunctive relief, specific performance or other equitable relief on the basis that there exists an adequate remedy at law. (b) Each party hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, remedies provided for herein and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (ia) by seeking the remedies provided for in this Section 7.76.10, a party shall not in any respect waive its right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 are not available or otherwise are not granted(including monetary damages), and (iib) nothing set forth in this Section 7.7 6.10 shall require any party hereto to institute any proceeding Proceeding for (or limit any party’s right to institute any proceeding Proceeding for) specific performance under this Section 7.7 6.10 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 this Agreement (and pursuing damages after and/or receipt of any amounts due in connection with such termination), nor shall the commencement of any legal proceeding Proceeding pursuant to this Section 6.10 or anything set forth in this Section 6.10 restrict or limit any party’s right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 hereof, or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree that irreparable damage harm would occur for which money damages would not be an adequate remedy at Law in the event that any provision of the provisions of this Agreement were not performed in accordance with its their specific terms or were otherwise breached, and . It is accordingly agreed that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties acknowledge and hereby agree that in the event of any breach or threatened breach by the Shareholder, on the one hand, or Xos, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, Xos, on the one hand, or the Shareholder, on the other hand, shall be entitled to an injunction or injunctions seek injunctive relief, specific performance and other equitable relief to prevent or restrain breaches or threatened breaches of this Agreement by the otherAgreement, and to specifically enforce compliance with the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual for proof of damages and without any requirement or for the securing or posting of any bond in connection with the obtaining of any such injunctionrelief. Each The rights set forth in this 6.10, including rights of specific performance and enforcement, subject to Section 6.10(b), are in addition to any other remedy to which the parties may be entitled at Law or in equity. None of the parties shall object to the granting of injunctive relief, specific performance or other equitable relief on the basis that there exists an adequate remedy at law. (b) Each party hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, remedies provided for herein and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties under this Agreement. (b) The parties hereto further agree that (ia) by seeking the remedies provided for in this Section 7.76.10, a party shall not in any respect waive its their right to seek any other form of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 are not available or otherwise are not granted(including monetary damages), and (iib) nothing set forth in this Section 7.7 6.10 shall require any party hereto to institute any proceeding Proceeding for (or limit any party’s right to institute any proceeding Proceeding for) specific performance under this Section 7.7 6.10 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 this Agreement (and pursuing damages after and/or receipt of any amounts due in connection with such termination), nor shall the commencement of any legal proceeding Proceeding pursuant to this Section 6.10 or anything set forth in this Section 6.10 restrict or limit any party’s right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 hereof, or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties Parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the parties Parties acknowledge and hereby agree that in the event of any breach or threatened breach by any Securityholder or the Shareholder, on the one hand, or Xos, on the other hand, Purchaser of any of their respective its covenants or obligations set forth in this Agreement, Xos, on the one hand, or Securityholders and the Shareholder, on the other hand, Purchaser shall be entitled to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the otheranother Party, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Party under this Agreement, without any requirement to prove actual damages and without any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties Parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other parties Parties under this Agreement. (b) The parties hereto Parties further agree that (i) by seeking the remedies provided for in this Section 7.75.10, a party Party shall not in any respect waive its right to seek any other form of relief that may be available to a party Party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 5.10 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 5.10 shall require any party hereto Party to institute any proceeding for (or limit any partyParty’s right to institute any proceeding for) specific performance under this Section 7.7 5.10 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 4.1 (and pursuing damages after such termination), nor shall the commencement of any legal proceeding restrict or limit any partyParty’s right to terminate this Agreement in accordance with the terms of Section 6.1 or Section 6.2 4.1 or pursue any other remedies under this Agreement that may be available then or thereafter.

Specific Performance and other Equitable Rights. (a) The parties hereby agree 8.13.1 Subject to Section 8.13.2, each of the Parties recognizes and acknowledges that irreparable damage MTY would occur not have agreed to pursue the Amalgamation, and Imvescor would not have agreed to recommend that Imvescor Shareholders vote in favour of the event that any provision of Amalgamation Resolution, unless this Agreement were not performed was executed and, accordingly, acknowledges and agrees that a breach by a Party of any obligation in accordance with its specific terms or were otherwise breached, and that money damages or this Agreement will cause the other legal remedies Party to sustain injury for which it would not be have an adequate remedy at Law for any such money damages. AccordinglyTherefore, each of the parties acknowledge and hereby agree Parties agrees that in the event of any such breach or threatened breach by breach, the Shareholder, on the one hand, or Xos, on the other hand, of any of their respective covenants or obligations set forth in this Agreement, Xos, on the one hand, or the Shareholder, on the other hand, aggrieved Party shall be entitled to an injunction specific performance of such obligation and provisional interlocutory and permanent injunctive relief and other equitable remedies in addition to any other remedy to which it may be entitled, at Law or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by the otherin equity, and the Parties further agree to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, without any requirement to prove actual damages and without waive any requirement for the securing or posting of any bond in connection with the obtaining of any such injunction. Each of the parties hereby agrees not to raise any objections to the availability of the injunctive relief or other equitable remedy remedies. 8.13.2 While MTY may pursue either a grant of specific performance under Section 8.13.1 to prevent the extent provided therein or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations payment of the other parties Termination Fee under this Agreement. (b) The parties hereto further agree that Section 7.3.1, under no circumstances shall MTY be permitted or entitled to receive both (i) by seeking the remedies provided for in this Section 7.7, a party shall not in any respect waive its right to seek any other form grant of relief that may be available to a party under this Agreement in the event that this Agreement has been terminated or in the event that the remedies provided for in this Section 7.7 are not available or otherwise are not granted, and (ii) nothing set forth in this Section 7.7 shall require any party hereto to institute any proceeding for (or limit any party’s right to institute any proceeding for) specific performance under this Section 7.7 prior or as a condition to exercising any termination right under Section 6.1 or Section 6.2 (and pursuing damages after such termination), nor shall that permits the commencement consummation of any legal proceeding restrict or limit any party’s right to terminate the transactions contemplated by this Agreement in accordance with the terms of Section 6.1 or Section 6.2 or pursue any other remedies under this Agreement; and (ii) monetary damages in connection with this Agreement or any termination of this Agreement (it being understood, for the avoidance of doubt, that may be available then or thereafterany such damages shall not exceed the Termination Fee).