Common use of Procedure and Effect of Termination Clause in Contracts

Procedure and Effect of Termination. In the event of the termination of this Agreement and the abandonment of the transactions contemplated hereby pursuant to Section 11.1 hereof, this Agreement shall become void and there shall be no liability or recourse on the part of any Party hereto except (a) this Section 11.2 and the obligations set forth in Sections 7.2(b) and Article 12 hereof shall survive any such termination of this Agreement and (b) nothing herein shall relieve any Party from liability for breach of this Agreement prior to termination.

Appears in 3 contracts

Sources: Purchase Agreement (Alcentra Capital Corp), Purchase Agreement (Alcentra Capital Corp), Purchase Agreement (Alcentra Capital Corp)

Procedure and Effect of Termination. In the event of termination of this Agreement pursuant to Section 11.1, written notice thereof shall forthwith be given by the terminating party to the other parties hereto, and this Agreement shall thereupon terminate and become void and have no effect, and the Transaction shall be abandoned without further action by the parties hereto, except that the provisions of this Section 11.2 and Sections 13.1, 13.2 and 17.7 shall survive the termination of this Agreement and the abandonment of the transactions contemplated hereby pursuant to Section 11.1 hereof, this Agreement except that such termination shall become void and there shall be no liability or recourse on the part not relieve any party hereto of any Party hereto except (a) this Section 11.2 and the obligations set forth in Sections 7.2(b) and Article 12 hereof shall survive any such termination of this Agreement and (b) nothing herein shall relieve any Party from liability for any willful breach of this Agreement prior to terminationAgreement.

Appears in 3 contracts

Sources: Combination Agreement (Taylor & Martin Group Inc), Combination Agreement (Taylor & Martin Group Inc), Combination Agreement (Taylor & Martin Group Inc)

Procedure and Effect of Termination. In the event of the termination of this Agreement and the abandonment of the transactions contemplated hereby pursuant to Section 11.1 6.1 hereof, notice thereof shall forthwith be given to the other parties hereto and this Agreement shall become void and there terminate without further action by any of the parties hereto. If this Agreement is terminated as provided herein, no party hereto shall be no have any liability or recourse on the part of further obligation to any Party hereto except (a) other party to this Section 11.2 and the obligations set forth in Sections 7.2(b) and Article 12 hereof shall survive any such termination of this Agreement and (b) Agreement; provided, however, nothing herein shall will relieve any Party party from liability for any breach of this Agreement prior Agreement, and the non-breaching party or parties will have the right to terminationenforce all available remedies, at law or in equity.

Appears in 3 contracts

Sources: Share Purchase Agreement (Cavendish Nominees LTD), Share Purchase Agreement (Cavendish Nominees LTD), Share Purchase Agreement (Cavendish Nominees LTD)

Procedure and Effect of Termination. In the event of the termination of this Agreement and the abandonment of the transactions contemplated hereby pursuant Merger by the Company or Parent under Section 8.1, written notice thereof shall forthwith be given to Section 11.1 hereof, the other parties hereto and this Agreement shall become void terminate and there the Merger shall be abandoned without further action by any of the parties hereto. If this Agreement is terminated as provided herein, no party hereto shall have any liability or recourse on the part of further obligation to any Party hereto other party to this Agreement except (a) this as stated in Section 11.2 and the obligations set forth in Sections 7.2(b) 8.3 and Article 12 hereof shall survive any such termination of this Agreement and (b) nothing herein shall relieve any Party from liability for IX or except with respect to a material breach of this Agreement prior by a party hereto, in which event, if the other party terminates this Agreement, then the terminating party may take any action or pursue any remedy available to terminationit under Applicable Laws.

Appears in 3 contracts

Sources: Merger Agreement (Hostopia.com Inc.), Merger Agreement (Deluxe Corp), Merger Agreement (Hostopia.com Inc.)

Procedure and Effect of Termination. In the event of the termination of this Agreement as provided in Section 11.1, written notice thereof shall be given by the Party so terminating to the other Parties, and the abandonment of the transactions contemplated hereby pursuant to Section 11.1 hereof, this Agreement shall forthwith become void and there shall be no liability or recourse on the part of any Party hereto (or any of its Representatives, financing sources or Affiliates), except that (ai) this Section 11.2 12.2 and the obligations set forth in Sections 7.2(b) and Article 12 hereof Section 12.4 shall survive any such termination of this Agreement termination, and (bii) nothing herein shall relieve any Party from liability for any knowing and intentional breach of this Agreement occurring prior to such termination.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Antero Resources LLC), Stock Purchase Agreement (Antero Resources Finance Corp)

Procedure and Effect of Termination. In the event of the a valid termination of this Agreement and by the abandonment of Plan Sponsor or the transactions contemplated hereby Company pursuant to Section 11.1 hereof6.1, this Agreement shall become void and there written notice thereof shall be no liability or recourse on given to the part of any Party hereto except (a) this Section 11.2 and other party. Upon the obligations set forth in Sections 7.2(b) and Article 12 hereof shall survive any such valid termination of this Agreement pursuant to Section 6.1, all rights and (b) obligations of the parties under this Agreement shall terminate without any Liability of any party to any other party except that nothing contained herein shall relieve release any Party party hereto from liability Liability for any material breach of this Agreement hereof prior to such termination.

Appears in 2 contracts

Sources: Contribution Agreement (Danaos Corp), Contribution Agreement

Procedure and Effect of Termination. In the event of the termination of this Agreement and the abandonment of the transactions contemplated hereby pursuant to Section 11.1 7.1 hereof, notice thereof shall forthwith be given to the other parties hereto and this Agreement shall become void and there terminate without further action by any of the parties hereto. If this Agreement is terminated as provided herein, no party hereto shall be no have any liability or recourse on the part of any Party hereto except (a) this Section 11.2 and the obligations set forth in Sections 7.2(b) and Article 12 hereof shall survive any such termination of this Agreement and (b) nothing herein shall relieve any Party from liability for breach of this Agreement prior to termination.further

Appears in 2 contracts

Sources: Share Purchase Agreement (Global Telesystems Inc), Share Purchase Agreement (Golden Telecom Inc)

Procedure and Effect of Termination. In the event of the termination of this Agreement pursuant to this ARTICLE 8, the terminating party shall forthwith give written notice thereof to the other party and the abandonment of this Agreement shall terminate, and the transactions contemplated hereby pursuant to Section 11.1 hereofshall be abandoned, without further action by any of the parties hereto. If this Agreement is terminated as provided herein, no party hereto shall become void and there shall be no have any liability or recourse on the part of further obligation hereunder to any Party hereto other party, except (a) this as provided in Section 11.2 9.2 and the obligations set forth in Sections 7.2(b) and Article 12 hereof shall survive any such termination of this Agreement and (b) except that nothing herein shall will relieve any Party party from liability for any breach of this Agreement which occurred prior to or in connection with such termination.

Appears in 2 contracts

Sources: Membership Interest Purchase Agreement (Smart Balance, Inc.), Membership Interest Purchase Agreement (Smart Balance, Inc.)

Procedure and Effect of Termination. In the event of the termination of this Agreement and the abandonment of the transactions contemplated hereby pursuant to Section 11.1 7.1 hereof, notice thereof shall forthwith be given to the other parties hereto and this Agreement shall become void and there terminate without further action by any of the parties hereto. If this Agreement is terminated as provided herein, no party hereto shall be no have any liability or recourse on the part of further obligation to any Party hereto except (a) other party to this Section 11.2 and the obligations set forth in Sections 7.2(b) and Article 12 hereof shall survive any such termination of this Agreement and (b) Agreement; provided, however, nothing herein shall will relieve any Party party from liability for any breach of this Agreement prior Agreement, and the non-breaching party or parties will have the right to terminationenforce all available remedies, at law or in equity.

Appears in 2 contracts

Sources: Share Purchase Agreement (Cavendish Nominees LTD), Share Purchase Agreement (Nye Telenor East Invest As)

Procedure and Effect of Termination. In the event of termination of this Agreement pursuant to Section 11.1 hereof, all obligations of the parties under this Agreement shall thereupon terminate and become void and have no effect, and the transactions contemplated hereby shall be abandoned without further action by the parties, in each case without liability to any party, except that (i) the obligations set forth in Section 6.1(b) hereof, this Section 11.2 and Article XII shall survive the termination of this Agreement and the abandonment of the transactions contemplated hereby pursuant to Section 11.1 hereof, this Agreement shall become void and there shall be no liability or recourse on the part of any Party hereto except (a) this Section 11.2 and the obligations set forth in Sections 7.2(b) and Article 12 hereof shall survive any such termination of this Agreement and (bii) nothing herein shall relieve any Party party from liability for any breach of this Agreement occurring prior to termination.

Appears in 2 contracts

Sources: Asset Purchase Agreement (Titan International Inc), Asset Purchase Agreement (Titan International Inc)

Procedure and Effect of Termination. In the event of the termination of this Agreement pursuant to Article 7.1(b) or (c), the terminating party shall immediately give written notice of such termination to the other party and the abandonment of this Agreement shall terminate, and the transactions contemplated hereby pursuant to Section 11.1 hereofshall be abandoned, without further action by any of the parties. If this Agreement shall become void and there shall be no is terminated as provided in this Article 7, neither party will have any liability or recourse on the part of further obligation under this Agreement to any Party hereto other party, except (a) as provided in this Section 11.2 and the obligations set forth in Sections 7.2(b) Article 7.2 and Article 12 hereof shall survive any such termination of this Agreement 8.1, and (b) except that nothing herein shall will relieve any Party party from liability for any breach of this Agreement prior to terminationAgreement.

Appears in 1 contract

Sources: Asset Purchase Agreement (Interactive Intelligence Inc)

Procedure and Effect of Termination. In the event of the termination of this Agreement and the abandonment of the transactions contemplated hereby pursuant to Section 11.1 8.1 hereof, written notice thereof shall forthwith be given to the other party to this Agreement and this Agreement shall become void and there terminate without any further action by any of the parties hereto. If this Agreement is terminated as provided herein, no party hereto shall be no have any liability or recourse on the part of further obligation to any Party other party to this Agreement resulting from such termination, provided that each party hereto except (a) this Section 11.2 and the obligations set forth in Sections 7.2(b) and Article 12 hereof shall survive remain liable for any such termination willful or intentional breaches of this Agreement and (b) nothing herein shall relieve any Party from liability for breach of this Agreement that occurred prior to its termination.

Appears in 1 contract

Sources: Share Purchase Agreement (Multi Fineline Electronix Inc)

Procedure and Effect of Termination. In the event of the termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party or parties to the other party or parties hereto, and the abandonment of this Agreement shall thereupon terminate and become void and have no effect and the transactions contemplated hereby pursuant to Section 11.1 hereof, this Agreement shall become void and there shall be no liability or recourse on abandoned without further action by the part parties hereto, except that the provisions of any Party hereto except (a) this Section 11.2 Sections 4.2 and the obligations set forth in Sections 7.2(b) and Article 12 10.7 hereof shall survive any such termination; provided, however, that such termination of this Agreement and (b) nothing herein shall not relieve any Party from party hereto of any liability for any breach of this Agreement prior to terminationAgreement.

Appears in 1 contract

Sources: Stock Purchase Agreement (Iesi Corp)

Procedure and Effect of Termination. In the event of the termination of this Agreement and the abandonment of the transactions contemplated hereby pursuant to Section 11.1 7.1(b) hereof, notice thereof shall forthwith be given to the other Party and this Agreement shall become void and there terminate without further action by any of the Parties. If this Agreement is terminated as provided herein, no Party shall be no have any liability or recourse on the part of further obligation to any Party hereto except (a) this Section 11.2 and the obligations set forth in Sections 7.2(b) and Article 12 hereof shall survive any such termination of this Agreement and (b) other Party; provided, however, that nothing herein shall will relieve any Party from liability for any breach of this Agreement prior Agreement, and the non-breaching Party will have the right to terminationenforce all available remedies, at law or in equity.

Appears in 1 contract

Sources: Share Purchase Agreement (Nye Telenor East Invest As)

Procedure and Effect of Termination. In the event of the termination of If this Agreement and the abandonment of the transactions contemplated hereby pursuant is terminated as provided herein, then no party hereto shall have any Liability or further obligation to Section 11.1 hereof, any other party to this Agreement shall become void and there shall be resulting from such termination except that no liability Party waives any Claim against a breaching party to the extent that such termination results from a willful or recourse on the part intentional breach by a party hereto of any Party hereto except (a) this Section 11.2 and the obligations of its representations, warranties, covenants or agreements set forth in Sections 7.2(b) and Article 12 hereof shall survive any such termination of this Agreement and (b) nothing herein shall relieve any Party from liability for breach of this Agreement prior to termination.Agreement. ARTICLE 12

Appears in 1 contract

Sources: Stock Purchase Agreement (Ciber Inc)