Common use of Termination by Reason of Buyer Default Clause in Contracts

Termination by Reason of Buyer Default. If this Agreement is terminated pursuant to Section 8.4 by reason of a Buyer Default Termination, then neither the Sellers nor any of their respective Affiliates or representatives shall have any Liability hereunder to the Buyer, and the sole and exclusive remedy of either Seller and any of its Affiliates shall be strictly limited to retention of the Acquired Assets and the Buyer’s forfeiture of any right to payment of cash in an amount equal to the Deposit. In no event shall the Buyer or any of its Affiliates or representatives have any Liability to either Seller or any of their Affiliates hereunder other than as provided in the immediately preceding sentence in the event this Agreement terminates as a result of a Buyer Default Termination, and any claim, right or cause of action by either Seller or any of their Affiliates against the Buyer or its Affiliates or representatives other than as provided in immediately preceding sentence is hereby fully waived, released and forever discharged. In no event shall any Party or its respective Affiliates or representatives have any Liability to any other Party for special, consequential or punitive damages, and any claim, right or cause of action or for any damages that are special, consequential or punitive or for specific performance of this Agreement is hereby fully waived, released and forever discharged.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Children S Books & Toys Inc), Asset Purchase Agreement (Fao Inc)

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Termination by Reason of Buyer Default. If this Agreement is terminated pursuant to a Specified Buyer Termination or pursuant to Section 8.4 by reason of a Buyer Default Termination, then neither the Sellers Selling Parties nor any of their respective Affiliates or representatives shall have any Liability hereunder to the Buyer, and the sole and exclusive remedy of either the Seller and any of its Affiliates shall be strictly limited to retention of the Acquired Assets and the Buyer’s forfeiture of any right to payment of cash in an amount equal to the Deposit. In no event shall the Buyer or any of its Affiliates or representatives have any Liability to either the Seller or and any of their its Affiliates hereunder other than as provided in the immediately preceding sentence in the event this Agreement terminates as a result of a Buyer Default Termination, and any claim, right or cause of action by either the Seller or and any of their its Affiliates against the Buyer or its Affiliates or representatives other than as provided in immediately preceding sentence is hereby fully waived, released and forever discharged. In no event shall any Party or its respective Affiliates or representatives have any Liability to any other Party for special, consequential or punitive damages, and any claim, right or cause of action or for any damages that are special, consequential or punitive or for specific performance of this Agreement is hereby fully waived, released and forever discharged.

Appears in 1 contract

Samples: Asset Purchase Agreement (Golden Books Family Entertainment Inc)

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Termination by Reason of Buyer Default. If this Agreement is terminated pursuant to a Specified Buyer Termination or pursuant to Section 8.4 by reason of a Buyer Default Termination, then neither the Sellers Selling Parties nor any of their respective Affiliates or representatives shall have any Liability hereunder to the Buyer, and the sole and exclusive remedy of either the Seller and any of its Affiliates shall be strictly limited to retention of the Acquired Assets and the Buyer’s 's forfeiture of any right to payment of cash in an amount equal to the Deposit. In no event shall the Buyer or any of its Affiliates or representatives have any Liability to either the Seller or and any of their its Affiliates hereunder other than as provided in the immediately preceding sentence in the event this Agreement terminates as a result of a Buyer Default Termination, and any claim, right or cause of action by either the Seller or and any of their its Affiliates against the Buyer or its Affiliates or representatives other than as provided in immediately preceding sentence is hereby fully waived, released and forever discharged. In no event shall any Party or its respective Affiliates or representatives have any Liability to any other Party for special, consequential or punitive damages, and any claim, right or cause of action or for any damages that are special, consequential or punitive or for specific performance of this Agreement is hereby fully waived, released and forever discharged.

Appears in 1 contract

Samples: Asset Purchase Agreement (Golden Books Family Entertainment Inc)

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