Common use of Specific Performance Clause in Contracts

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 123 contracts

Samples: Voting and Support Agreement (Navistar International Corp), Voting and Support Agreement (Traton Se), Voting and Support Agreement (Navistar International Corp)

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Specific Performance. The Each of the parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal or state court located in the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 63 contracts

Samples: Stockholders Agreement (Alignment Healthcare, Inc.), Director Nomination Agreement (Specialty Building Products, Inc.), Stockholders Agreement (EngageSmart, Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if and that the parties would not have any provision adequate remedy at law in the event that any of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the State of Delaware or any in Delaware state court, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 37 contracts

Samples: Merger Agreement (Alexza Pharmaceuticals Inc.), Merger Agreement (Synergetics Usa Inc), Merger Agreement (Pokertek, Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches or threatened breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law Law or in equity.

Appears in 23 contracts

Samples: Merger Agreement (Avalo Therapeutics, Inc.), Merger Agreement (Scott's Liquid Gold - Inc.), Merger Agreement (Hydrofarm Holdings Group, Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled entitled, without posting a bond or similar indemnity, to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 20 contracts

Samples: Merger Agreement (Savia Sa De Cv), Merger Agreement (Monsanto Co /New/), Merger Agreement (Southern Peru Copper Corp/)

Specific Performance. The parties hereto agree that irreparable damage would may occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties hereto shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in the chancery court or any other state or federal court located in within the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are such party is entitled at law or in equity.

Appears in 19 contracts

Samples: Transaction Agreement (TPCO Holding Corp.), Sponsor Support Agreement (Mountain & Co. I Acquisition Corp.), Sponsor Support Agreement (Mountain & Co. I Acquisition Corp.)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal or state court located in the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 18 contracts

Samples: Stockholders Agreement (Torrid Holdings Inc.), Stockholders Agreement (Torrid Holdings Inc.), Limited Liability Company Agreement (Bioventus Inc.)

Specific Performance. The parties hereto Parties agree that irreparable damage would occur if and that there would be no adequate remedy at Law in the event that any provision of the provisions of this Agreement were not performed prior to termination of this Agreement in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties Parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the Court of Chancery of the State of Delaware without bond or any Delaware state courtother security being required, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 13 contracts

Samples: Unit Repurchase Agreement (Hess Midstream LP), Unit Repurchase Agreement (Hess Midstream LP), Unit Repurchase Agreement (GIP II Blue Holding, L.P.)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and and, accordingly, that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any in the Delaware state courtCourt of Chancery, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 9 contracts

Samples: Merger Agreement (Crestwood Midstream Partners LP), Merger Agreement, Merger Agreement (Genesis Energy Lp)

Specific Performance. The parties hereto Parties agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties Parties shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal or state court located in the State of Wilmington, Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity. Any requirements for the securing or posting of any bond with such remedy are hereby waived.

Appears in 8 contracts

Samples: Merger Agreement (Healthcare Trust, Inc.), Merger Agreement (Necessity Retail REIT, Inc.), Merger Agreement (Global Net Lease, Inc.)

Specific Performance. The parties hereto Parties agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed prior to termination of this Agreement in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties Parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the Chancery Court of the State of Delaware without bond or any Delaware state courtother security being required, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 8 contracts

Samples: Exchange and Redemption Agreement, Exchange and Redemption Agreement, Redemption and Transfer Agreement

Specific Performance. The parties hereto Parties agree that irreparable damage would occur if and that the Parties would not have any provision adequate remedy at law in the event that any of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties Parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any the state or federal court courts located in the State of Delaware or any Delaware state courtNew Castle County, Delaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 7 contracts

Samples: Merger Agreement (Green Plains Renewable Energy, Inc.), Merger Agreement (NTR PLC), Merger Agreement (Green Plains Renewable Energy, Inc.)

Specific Performance. The parties Each of the Parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties Parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal or state court located in the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 6 contracts

Samples: Merger Agreement (Mudrick Capital Acquisition Corp. II), Investor Rights Agreement (Cvent Holding Corp.), Business Combination Agreement (Dragoneer Growth Opportunities Corp. II)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were was not performed in accordance with the its specific terms hereof and or was otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state courtCourt, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 6 contracts

Samples: Voting and Proxy Agreement (Information Holdings Inc), Voting and Proxy Agreement (Information Holdings Inc), Principal Stockholder Agreement (Loral Space & Communications LTD)

Specific Performance. The parties hereto agree that irreparable damage would occur if and that the parties would not have any provision adequate remedy at law in the event that any of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the Court of Chancery of the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 6 contracts

Samples: Merger Agreement, Merger Agreement (Arabian American Development Co), Merger Agreement (Marvel Entertainment, Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the Court of Chancery of the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are such party is entitled at law Law or in equity.

Appears in 6 contracts

Samples: Voting and Support Agreement (Tesoro Corp /New/), Voting and Support Agreement (Tesoro Corp /New/), Voting and Support Agreement (Tesoro Corp /New/)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision either party fails to perform its obligations under this Agreement. Accordingly, each of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions specific performance and injunctive and other equitable relief to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity, in each case, without posting bond or other security, and without the necessity of proving actual damages.

Appears in 6 contracts

Samples: Voting Agreement (Cabelas Inc), Voting Agreement (Cabelas Inc), Voting Agreement (Cabelas Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties each party hereto shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the courts of the State of Delaware or any Delaware state courtlocated in the County of New Castle and the Federal courts of the United States of America located in the County of New Castle, this being in addition to any other remedy to which they are such party is entitled at law or in equity.

Appears in 5 contracts

Samples: Registration Rights Agreement (MRC Global Inc.), Registration Rights Agreement (MRC Global Inc.), Registration Rights Agreement (MRC Global Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event any provision of this Agreement were was not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal Federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 5 contracts

Samples: Merger Agreement (Elcotel Inc), Agreement and Plan of Merger (Zuckerman Mortimer B), Merger Agreement (Technology Service Group Inc \De\)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware Maryland or any Delaware Maryland state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 5 contracts

Samples: Merger Agreement (Mercantile Bankshares Corp), Merger Agreement (Mercantile Bankshares Corp), Merger Agreement (Cn Bancorp Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state courtIndiana, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 4 contracts

Samples: Merger Agreement (Central Newspapers Inc), Merger Agreement (Gannett Co Inc /De/), Voting and Tender Agreement (Pulliam Myrta J)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal or state court located in within the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 4 contracts

Samples: Redemption Agreement, Redemption Agreement (Delphi Automotive PLC), Redemption Agreement (General Motors Co)

Specific Performance. The parties hereto agree that irreparable damage would occur if and that the parties hereto would not have any provision adequate remedy at law in the event that any of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties hereto shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the State of Delaware or any in Delaware state court, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 4 contracts

Samples: Merger Agreement (Endo Pharmaceuticals Holdings Inc), Merger Agreement (Perceptive Advisors LLC), Merger Agreement (Penwest Pharmaceuticals Co)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that and, accordingly, the parties shall shall, to the fullest extent permitted by law, be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any in the Delaware state courtCourt of Chancery, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 4 contracts

Samples: Merger Agreement (Northern Tier Energy LP), Merger Agreement (Plains All American Pipeline Lp), Merger Agreement (Paa Natural Gas Storage Lp)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware Arkansas or any Delaware Arkansas state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 4 contracts

Samples: Merger Agreement (First Federal Bancshares of Arkansas Inc), Voting Agreement (Bear State Financial, Inc.), Irrevocable Proxy and Voting Agreement (First Federal Bancshares of Arkansas Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if and that the parties would not have any provision adequate remedy at Law in the event that any of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the Court of Chancery of the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 4 contracts

Samples: Voting Agreement (General Communication Inc), Voting Agreement (Stanton John W), Voting Agreement (General Communication Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of in the event that the provisions contained in this Agreement were not performed in accordance with the its specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to seek an injunction or injunctions injunctions, without the posting of any bond, to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal court located thereof in the State of Delaware or any Delaware state courtCourts, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 4 contracts

Samples: Merger Agreement (Ansys Inc), Merger Agreement (Combinatorx, Inc), Merger Agreement (Ansys Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled (without posting a bond or similar indemnity) to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 4 contracts

Samples: Agreement and Plan of Restructuring and Merger (Keebler Foods Co), Agreement and Plan of Restructuring and Merger (Flowers Industries Inc /Ga), Merger Agreement (Rj Reynolds Tobacco Holdings Inc)

Specific Performance. The parties hereto agree that -------------------- irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Omnipoint Corp \De\), Merger Agreement (Concentric Network Corp), Securities Purchase Agreement (Omnipoint Corp \De\)

Specific Performance. The parties hereto Parties agree that irreparable damage would may occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties Parties shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in the chancery court or any other state or federal court located in within the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are such party is entitled at law Law or in equity.

Appears in 4 contracts

Samples: Sponsor Support Agreement (TMT Acquisition Corp.), Sponsor Support Agreement (TMT Acquisition Corp.), Sponsor Support Agreement (TenX Keane Acquisition)

Specific Performance. The parties hereto Parties agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties Parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal or state court located in the State state of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity. Any requirements for the securing or posting of any bond with such remedy are hereby waived.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Supermedia Inc.), Agreement and Plan of Merger (DEX ONE Corp), Merger Agreement (Supermedia Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches or threatened breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state State court, in addition to any other remedy to which they are entitled at law Law or in equity.

Appears in 4 contracts

Samples: Merger Agreement (Acreage Holdings, Inc.), Merger Agreement, Merger Agreement

Specific Performance. The parties hereto agree that irreparable damage would occur if and that the parties would not have any provision adequate remedy at law in the event that any of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal or state court located in the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 4 contracts

Samples: Merger Agreement (Sphere 3D Corp), Merger Agreement (Sphere 3D Corp), Merger Agreement (Overland Storage Inc)

Specific Performance. The parties hereto agree that irreparable damage would may occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties hereto shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in the chancery court or any other state or federal court located in within the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are such party is entitled at law Law or in equity.

Appears in 3 contracts

Samples: Waiver of Transfer Restrictions on Shares (Vickers Vantage Corp. I), Sponsor Support Agreement (Vickers Vantage Corp. I), Sponsor Support Agreement (Sorrento Therapeutics, Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and and, accordingly, that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any in the Delaware state courtCourt of Chancery, in addition to any other remedy to which they are entitled at law Law or in equity.

Appears in 3 contracts

Samples: Merger Agreement (Atlas Energy Resources, LLC), Merger Agreement (Atlas Resources Public #18-2008 Program), Simplification of Capital Structure Agreement (Magellan Midstream Partners Lp)

Specific Performance. The parties hereto Notwithstanding anything to the contrary set forth herein or elsewhere, the Parties agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located of the United States of America sitting in the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Acurx Pharmaceuticals, LLC), Asset Purchase Agreement (Acurx Pharmaceuticals, LLC), Asset Purchase Agreement (Dipexium Pharmaceuticals, LLC)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any the courts of the State of Delaware and the federal court courts of the United States of America located in the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 3 contracts

Samples: Tender Agreement (Newpower Holdings Inc), Tender Agreement (Newpower Holdings Inc), Tender Agreement (Newpower Holdings Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and and, accordingly, that the parties shall be entitled to an injunction or injunctions to prevent breaches any breach of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any in the Delaware state courtCourt of Chancery, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 3 contracts

Samples: Merger and Reorganization Agreement (Stonemor Partners Lp), Simplification Agreement (Alliance Holdings GP, L.P.), Simplification Agreement (Alliance Resource Partners Lp)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the United States District Court for the District of Delaware or the Court of Chancery of the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 3 contracts

Samples: Stock and Asset Purchase Agreement, Securities Purchase Agreement (RXi Pharmaceuticals Corp), Stock and Asset Purchase Agreement (Arrowhead Research Corp)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event any provision of this Agreement were not performed in accordance with the terms hereof or were otherwise breached and that the parties shall be entitled to an immediate injunction or injunctions injunctions, without the necessity of proving the inadequacy of damages as a remedy and without the necessity of posting any bond or other security, to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are the parties may be entitled at law Law or in equity.

Appears in 3 contracts

Samples: Merger Agreement, Merger Agreement (McAfee, Inc.), Merger Agreement (Intel Corp)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any the courts of the State of Delaware and the federal court courts of the United States of America located in the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 3 contracts

Samples: Shareholder Tender Agreement (Superior Services Inc), Shareholder Tender Agreement (Vivendi), Shareholder Tender Agreement (Superior Services Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties (a) will waive, in any action for specific performance, the defense of adequacy of a remedy at law and the posting of any bond in connection therewith and (b) shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 3 contracts

Samples: Merger Agreement (Whittaker Corp), Agreement and Plan of Merger (Whittaker Corp), Merger Agreement (Meggit PLC)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and and, accordingly, that the parties shall shall, to the fullest extent permitted by law, be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any in the Delaware state courtCourt of Chancery, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 3 contracts

Samples: Merger Agreement (Enterprise Products Partners L P), Merger Agreement (Duncan Energy Partners L.P.), Merger Agreement (Enterprise GP Holdings L.P.)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal or state court located in the State state of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity. Any requirements for the securing or posting of any bond with such remedy are hereby waived.

Appears in 3 contracts

Samples: Merger Agreement (Fidelity National Information Services, Inc.), Investment Agreement (Fidelity National Information Services, Inc.), Merger Agreement (Metavante Technologies, Inc.)

Specific Performance. The parties hereto to this Agreement agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof of this Agreement and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (V F Corp), Merger Agreement (Vans Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state courtcourt sitting in Wilmington, Delaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Skywest Inc), Stock Purchase Agreement (Skywest Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event any provision of this Agreement were was not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions (without being required to post any bond or surety instrument in connection therewith) to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the State of Delaware or any state court in the State of Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Commonwealth Telephone Enterprises Inc /New/), Merger Agreement (Citizens Communications Co)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law Law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Raytel Medical Corp), Merger Agreement (Raytel Medical Corp)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal court located Delaware State Court or Federal Court of the United States of America, sitting in the State of Delaware Delaware, or any Delaware state courtappellate court from any thereof, in each case having jurisdiction, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Harrahs Entertainment Inc), Merger Agreement (JCC Holding Co)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal or state court located in the State state of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity. Any requirements for the securing or posting of any bond with such remedy are hereby waived.

Appears in 2 contracts

Samples: Equity Purchase Agreement (ARC Properties Operating Partnership, L.P.), Equity Purchase Agreement (RCS Capital Corp)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in the Delaware Chancery Court or, if such court shall not have jurisdiction, any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Costar Group Inc), Merger Agreement (LoopNet, Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the State of Delaware or any Delaware state courtCourt, this being in addition to any other remedy to which they are entitled at law Law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Health Benefits Direct Corp), Merger Agreement (Ness Technologies Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties each party shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are it is entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Palm Inc), Merger Agreement (Hewlett Packard Co)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any state or federal court located in the State state of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Sears Roebuck & Co), Merger Agreement (Maxserv Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court of the United States located in the State of Delaware or any in Delaware state court, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Voting Agreement (PAETEC Holding Corp.), Voting Agreement (Alltel Corp)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event any provision of this Agreement were was not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal Federal court located in the State of Delaware Maine or any Delaware Maine state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Hannaford Brothers Co), Merger Agreement (Food Lion Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that and, accordingly the parties shall shall, to the fullest extent permitted by law, be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any in the Delaware state courtCourt of Chancery, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Encore Energy Partners LP), Merger Agreement (Vanguard Natural Resources, LLC)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity. [Signatures on next page.]

Appears in 2 contracts

Samples: Securities Purchase Agreement (East West Communications Inc), Securities Purchase Agreement (Omnipoint Corp \De\)

Specific Performance. The parties hereto agree that irreparable damage would occur if and that the parties would not have any provision adequate remedy at law in the event that any of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the State of Delaware or any Delaware state courtCourt, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Inet Technologies Inc), Merger Agreement (Tektronix Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal Delaware State or United States Federal court located sitting in the State County of Delaware or any Delaware state courtNew Castle, Delaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Transaction Agreement (Mitsubishi Ufj Financial Group Inc), Transaction Agreement (Morgan Stanley)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State United States District Court for the District of Delaware or any Delaware state courtState court sitting in Delaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Harris Corp /De/), Asset Purchase Agreement (Tyco Electronics Ltd.)

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Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that that, prior to the termination hereof in accordance with Article 10, the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Smith & Nephew PLC), Merger Agreement (Arthrocare Corp)

Specific Performance. The parties hereto agree that irreparable damage would may occur if in the event that any provision of the provisions of this Support Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to seek an injunction or injunctions to prevent breaches of this Support Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Support Agreement in the chancery court or any other state or federal court located in within the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are such party is entitled at law or in equity.

Appears in 2 contracts

Samples: Sponsor Support Agreement, Sponsor Support Agreement (Capitol Acquisition Holding Co Ltd.)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions contained in this Agreement were not performed in accordance with the its specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to seek an injunction or injunctions injunctions, without the posting of any bond, to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof thereof in any federal court located in the State of Delaware or any Delaware state court, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Gateway Inc), Merger Agreement (Acer Inc)

Specific Performance. The parties hereto agree Parties acknowledge that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties Parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in the Delaware Court of Chancery and any federal state appellate court located in therefrom within the State of Delaware (or, if the Delaware Court of Chancery declines to accept jurisdiction over a particular matter, any state or any Delaware state courtfederal court within the State of Delaware), in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Contribution Agreement (Energy Transfer Partners, L.P.), Contribution Agreement

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that monetary damages would not be a sufficient remedy for a breach of this Agreement and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Blue Coat Systems Inc), Merger Agreement (Packeteer Inc)

Specific Performance. The parties hereto to this Agreement agree that irreparable damage would occur if any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties to this Agreement shall be entitled to an injunction or injunctions to prevent breaches or threatened breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the Court of Chancery of the State of Delaware or any Delaware state courtother court as specified in Section 8.5, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Earthlink Inc), Merger Agreement (Itc Deltacom Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that that, except as set forth in Section 6.03, the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the United States District Court for the District of Delaware or the Court of Chancery of the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Asset Purchase Agreement (RXi Pharmaceuticals Corp), Asset Purchase Agreement (Opko Health, Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and hereof, and, accordingly, that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware (or, to the extent that subject matter or personal jurisdiction does not exist in any such federal court, then in any Delaware state courtcourt located in New Castle County), in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Tierone Corp), Merger Agreement (Tierone Corp)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the its specific terms hereof and or were otherwise breached. Except where this Agreement specifically provides for arbitration, it is agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state courthaving jurisdiction, this being in addition to any other remedy to which they are entitled at law or in equity.. Stock Purchase Agreement 36

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (CrowdGather, Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware Nevada or any Delaware Nevada state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Emergent Group Inc/Ny), Merger Agreement (Universal Hospital Services Inc)

Specific Performance. The Each of the parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal or state court located in the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Nomination Agreement (Ardent Health Partners, Inc.), Nomination Agreement (Ardent Health Partners, LLC)

Specific Performance. The Each of the parties hereto agree agrees that irreparable damage would may occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal or state court located in the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Nomination Rights Agreement (Walgreens Boots Alliance, Inc.), Director Nomination Agreement (Option Care Health, Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State United States District Court for the District of Delaware or any Delaware state courtthe State Courts of Delaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Grupo Grifols Sa), Merger Agreement (Seracare Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity, and the parties further waive any requirement for the securing or posting of any bond or proof of actual damages in connection with any such remedy.

Appears in 2 contracts

Samples: Merger Agreement (Raven Industries Inc), Merger Agreement (CNH Industrial N.V.)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and that or were otherwise breached. Accordingly, the parties further agree that each party shall be entitled to an injunction or injunctions restraining order or other equitable remedies to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state courtCourt, this being in addition to any other right or remedy to which they are such party may be entitled under this Agreement, at law or in equity.

Appears in 2 contracts

Samples: Merger Agreement (Electronic Designs Inc), Merger Agreement (Bowmar Instrument Corp)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed by the parties hereto in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties Company, on the one hand, and Purchaser, on the other hand, shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or by the other (as applicable) and to enforce specifically the performance of the terms and provisions hereof in any federal court located of this Agreement exclusively in the State Delaware Court of Delaware or Chancery and any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.appellate court therefrom within the

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Sealed Air Corp/De)

Specific Performance. The parties hereto agree that irreparable damage would occur if and that the parties would not have any provision adequate remedy at law in the event that any of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of and fully the terms and provisions hereof of this Agreement in any federal court located in the State of Delaware or any in Delaware state court, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Merger Agreement (Solta Medical Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity, without the need to prove actual damages and without the requirement to post bond or other security.

Appears in 1 contract

Samples: Merger Agreement (Cable One, Inc.)

Specific Performance. The Each of the parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal or state court located in the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law or in equity.. ​

Appears in 1 contract

Samples: Director Nomination Agreement (Agiliti, Inc. \De)

Specific Performance. The parties hereto Parties agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed prior to termination of this Agreement in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties Partnership shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the Chancery Court of the State of Delaware without bond or any Delaware state courtother security being required, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Preferred Unit Redemption Agreement (Energy Transfer Equity, L.P.)

Specific Performance. The parties hereto Parties agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties each Party shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal court located in the Court of Chancery of the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are such Party is entitled at law or in equity.

Appears in 1 contract

Samples: Subscription Agreement (Zyskind Barry D)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal or state court located sitting in the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Merger Agreement (Specialty Equipment Companies Inc)

Specific Performance. The parties hereto agree that irreparable damage would may occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in the chancery court or any other state or federal court located in within the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are such party is entitled at law or in equity.

Appears in 1 contract

Samples: Voting and Support Agreement (Icagen, Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware Maryland or any Delaware Maryland state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Shareholder Agreement (Five Oaks Investment Corp.)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any Delaware state court or any federal court located sitting in the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Merger Agreement (Vulcan Materials Co)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches or threatened breached of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law Law or in equity.

Appears in 1 contract

Samples: Merger Agreement (Metalline Mining Co)

Specific Performance. The parties Each party hereto agree agrees that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the its specific terms hereof and or were otherwise breached or threatened to be breached. It is accordingly agreed that the parties each party hereto shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware Courts, without bond or any Delaware state courtother security being required, this being in addition to any other right, remedy or cause of action to which they are such party is entitled at law or in equity.

Appears in 1 contract

Samples: Shareholder Agreements (Cit Group Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Letter Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Letter Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the Court of Chancery of the State of Delaware Delaware, New Castle County or any Delaware state courta federal court sitting in Wilmington, Delaware, in addition to any other remedy to which they are entitled at law or in equityaccordance herewith.

Appears in 1 contract

Samples: Letter Agreement (Washington Post Co)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law Delaware Law or in equity.

Appears in 1 contract

Samples: Purchase Agreement (Voicestream Wireless Corp)

Specific Performance. The parties hereto agree Each party agrees that irreparable damage would occur if and that the parties would not have any provision adequate remedy at law in the event that any of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that each of the parties shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal Federal court located in the State of Delaware or any in Delaware state court, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Regal Entertainment Group)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Merger Agreement (Icx Technologies Inc)

Specific Performance. The parties hereto agree that irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties hereto shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal court of the United States located in the State of Delaware or any State of Delaware state court, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Merger Agreement (APP Pharmaceuticals, Inc.)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any Table of Contents federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Merger Agreement (STG Oms Acquisition Corp)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law Law or in equity.

Appears in 1 contract

Samples: Merger Agreement (Hungry Minds Inc /De/)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Merger Agreement (Morgan Stanley)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any federal court located in the State of Delaware or any Delaware state court, in addition to any other remedy to which they are entitled at law or in equity.any

Appears in 1 contract

Samples: Purchase Agreement (Voicestream Wireless Corp)

Specific Performance. The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties hereto shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and provisions hereof in any state or federal court located in the Court of Chancery of the State of Delaware or any Delaware state courtDelaware, in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Asset Purchase Agreement (Speed Commerce, Inc.)

Specific Performance. The parties hereto agree that -------------------- irreparable damage would occur if in the event that any provision of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof in any federal or state court located sitting in the State of Delaware or any Delaware state courtDelaware, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Merger Agreement (United Technologies Corp /De/)

Specific Performance. The parties hereto agree that irreparable damage -------------------- would occur if and that the parties would not have any provision adequate remedy at law in the event that any of the provisions of this Agreement were not performed in accordance with the their specific terms hereof and or were otherwise breached. It is accordingly agreed that the parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or and to enforce specifically the performance of the terms and provisions hereof of this Agreement in any federal Federal court located in the State of Delaware or any in Delaware state court, this being in addition to any other remedy to which they are entitled at law or in equity.

Appears in 1 contract

Samples: Merger Agreement (Physicians Health Services Inc)

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