Specific Performance and Equitable Relief Sample Clauses

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Specific Performance and Equitable Relief. (a) Subject to clauses 15.9(b) and 15.9(c), the Target and the Bidder are each entitled to bring, and nothing in this Agreement precludes the Target or the Bidder from bringing, proceedings against the other party for specific performance or other equitable relief in connection with any Transaction Document. (b) The Bidder’s right to receive the Break Fee will not limit or otherwise affect the Bidder’s right to seek specific performance or other equitable relief as provided in this clause 15.9, provided that in no event will the Bidder be entitled to receive both: (i) specific performance resulting in implementation of the Scheme and payment of the Break Fee; or (ii) specific performance resulting in implementation of the Scheme and payment of any damages or any Losses under clause 11.3. (c) The Target’s right to receive the Reverse Break Fee will not limit or otherwise affect the Target’s right to seek specific performance as provided in this clause 15.9, provided that in no event will the Target be entitled to receive both: (i) specific performance resulting in implementation of the Scheme and payment of the Reverse Break Fee; or (ii) specific performance resulting in implementation of the Scheme and payment of any damages or any Losses under clause 11.4.
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Specific Performance and Equitable Relief. Employee acknowledges and agrees that the Company would suffer irreparable harm if the Confidential Information was disclosed to third parties without the Company’s consent or if Employee breached Employee’s other obligations contained herein. Employee further agrees that if in the opinion of any court of competent jurisdiction such restraints are not reasonable in any respect, such court shall have the right, power and authority to excise or modify such provisions as to the court shall appear not reasonable and to enforce the remainder of the NDA as so amended. Accordingly, Employee hereby consents to and agrees that, in the event of a breach or threatened breach of this NDA by Employee, the Company shall have the right to exercise any and all rights by appropriate action either by law or in equity, including specific performance of Employee’s obligations arising pursuant to this NDA, and that the Company shall be entitled to equitable relief, including injunctive relief, in connection with any breach or threatened breach by Employee of Employee’s obligations arising pursuant to this NDA, and specifically, without limitation, the confidentiality and non-disparagement provisions above. Employee further agrees that the Company may, in addition to pursuing any remedies it may have in law or in equity, cease making any payments otherwise required by any agreement between the Company and Employee as permitted by law, and that Employee shall not request that the Company post, nor shall the Company be obligated to post, a bond in connection with any equitable relief authorized pursuant to this Paragraph and in fact requested by the Company. To the extent the Company expends attorneys’ fees in enforcing the terms of this NDA against Employee, Employee shall be responsible for indemnifying the Company for said fees.
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Specific Performance and Equitable Relief. Employee acknowledges and agrees that Company would suffer irreparable harm if Company’s rights in the Inventions and Works of Authorship were not protected and/or the Confidential Information was disclosed to third parties without Company’s consent. Accordingly, Employee hereby consents to and agrees that, in the event of a breach or threatened breach of this Agreement by Employee, Company shall have the right to exercise any and all rights by appropriate action either by law or in equity, including specific performance of Employee’s obligations arising pursuant to paragraphs 1, 2 and 3 above, and that Company shall be entitled to equitable relief, including injunctive relief, in connection with any breach or threatened breach, by Employee, of Employee’s obligations arising pursuant to paragraphs 2(a), 2(c), 2(d), 2(e) and 3 above. Employee further agrees that Employee shall not request that Company post, nor shall Company be obligated to post, a bond in connection with any equitable relief authorized pursuant to this paragraph 7(c) and in fact requested by Company.
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Specific Performance and Equitable Relief. Nothing in this Agreement, including this Section 10.14, shall prevent any party from seeking performance or other equitable relief in any court of competent jurisdiction. [Remainder of this page intentionally left blank.]
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Specific Performance and Equitable Relief. Subject to Sections 2.4(e) and 12.2, all claims and causes of action for specific performance, equitable relief, or other non-monetary remedies (a "Non-Monetary Claim") shall be brought in any state or federal court of competent subject matter jurisdiction located in Delaware, and the Parties stipulate and consent to the personal jurisdiction of such courts over them for such purpose. All claims for Damages or other monetary relief (a "Claim for Money") shall be resolved through negotiation and arbitration as indicated in the following subsections. Initial Dispute Resolution Efforts. Before asserting any Non-Monetary Claim that was not resolved by the Steering Committee or any Claim for Money in arbitration, the Party asserting such claim shall provide written notice of the Non-Monetary Claim or the Claim for Money, as applicable, and a concise summary of the basis for such claim (a "Dispute Notice") to the other Party. Within seven (7) days after delivery of such Dispute Notice, an executive of each Party shall agree to meet at a mutually acceptable time and place, and thereafter as often as they reasonably deem necessary, to attempt to resolve the dispute. If the matter has not been resolved within thirty (30) days of the disputing Party's Dispute Notice, then the Party that delivered the Dispute Notice may bring such claim in accordance with Section 12.1 (if a Non-Monetary Claim) or in arbitration following the procedures set out below (if a Claim for Money).
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Specific Performance and Equitable Relief. Without prejudice to the rights and remedies otherwise available to Disclosing Party, the Receiving Party agrees that money damages may not be an adequate remedy for any breach of this Agreement and that Disclosing Party may be entitled to seek specific performance and other equitable relief by way of injunction if the Receiving Party or any of the Receiving Party Representatives breaches any provision of this Agreement. The remedies in this Paragraph shall not be deemed exclusive remedies for a breach of this Agreement by the Receiving Party or any of the Receiving Party Representatives but shall be in addition to all other remedies available to Disclosing Party, at law or in equity. If a Party is required to initiate litigation or other proceedings in order to enforce the terms of this Agreement, the Party prevailing in such litigation or proceeding shall be entitled to recover its reasonable attorneys’ fees (including court costs) in connection with such litigation or proceedings.
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Specific Performance and Equitable Relief. Seller and Principals acknowledge that the Business is unique and recognize and affirm that in the event of a breach of this Agreement by Seller or Principals, money damages may be inadequate and Buyer may have no adequate remedy at law. Accordingly, Seller and Principals agree that Buyer shall have the right, in addition to any other rights and remedies existing in its favor, to enforce its rights and the obligations of Seller and Principals hereunder not only by an Action or Actions for Damages, but also by an Action or Actions for specific performance, injunctive or other equitable relief, without the necessity of posting any bond or proving any actual damage.
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Specific Performance and Equitable Relief. Without prejudice to the rights and remedies otherwise available to Disclosing Party, the Receiving Party agrees that money damages may not be an adequate remedy for any breach of this Agreement and that Disclosing Party may be entitled to seek specific performance and other equitable relief by way of injunction if the Receiving Party or any of the Receiving Party Representatives breaches or threatens to breach any provision of this Agreement. The remedies in this Paragraph shall not be deemed exclusive remedies for a breach of this Agreement by the Receiving Party or any of the Receiving Party Representatives but shall be in addition to all other remedies available to Disclosing Party, at law or in equity.
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Related to Specific Performance and Equitable Relief

  • Specific Performance and Injunctive Relief Notwithstanding the availability of legal remedies, Mortgagee will be entitled to obtain specific performance, mandatory or prohibitory injunctive relief, or other equitable relief requiring Mortgagor to cure or refrain from repeating any Default.

  • Specific Performance; Injunctive Relief The parties hereto acknowledge that Parent will be irreparably harmed and that there will be no adequate remedy at law for a violation of any of the covenants or agreements of Stockholder set forth herein. Therefore, it is agreed that, in addition to any other remedies that may be available to Parent upon any such violation, Parent shall have the right to enforce such covenants and agreements by specific performance, injunctive relief or by any other means available to Parent at law or in equity.

  • Arbitration and Equitable Relief IN CONSIDERATION OF EMPLOYEE’S EMPLOYMENT WITH THE COMPANY, ITS PROMISE TO ARBITRATE ALL EMPLOYMENT-RELATED DISPUTES, AND EMPLOYEE’S RECEIPT OF THE COMPENSATION, PAY RAISES, AND OTHER BENEFITS PAID TO EMPLOYEE BY THE COMPANY, AT PRESENT AND IN THE FUTURE, EMPLOYEE AGREES THAT ANY AND ALL CONTROVERSIES, CLAIMS, OR DISPUTES WITH ANYONE (INCLUDING THE COMPANY AND ANY EMPLOYEE, OFFICER, DIRECTOR, SHAREHOLDER, OR BENEFIT PLAN OF THE COMPANY, IN THEIR CAPACITY AS SUCH OR OTHERWISE), ARISING OUT OF, RELATING TO, OR RESULTING FROMEMPLOYEE’S EMPLOYMENT WITH THE COMPANY OR THE TERMINATION OF EMPLOYEE’S EMPLOYMENT WITH THE COMPANY, INCLUDING ANY BREACH OF THIS AGREEMENT, SHALL BE SUBJECT TO BINDING ARBITRATION UNDER THE ARBITRATION PROVISIONS SET FORTH IN THE WASHINGTON UNIFORM ARBITRATION ACT (THE “ACT”), AND PURSUANT TO WASHINGTON LAW, AND SHALL BE BROUGHT IN EMPLOYEE’S INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. THE FEDERAL ARBITRATION ACT SHALL CONTINUE TO APPLY WITH FULL FORCE AND EFFECT NOTWITHSTANDING THE APPLICATION OF PROCEDURAL RULES SET FORTH IN THE ACT. DISPUTES THAT EMPLOYEE AGREES TO ARBITRATE, AND THEREBY AGREES TO WAIVE ANY RIGHT TO A TRIAL BY JURY, INCLUDE ANY STATUTORY CLAIMS UNDER LOCAL, STATE, OR FEDERAL LAW, INCLUDING, BUT NOT LIMITED TO, CLAIMS UNDER TITLE VII OF THE CIVIL RIGHTS ACT OF 1964, THE AMERICANS WITH DISABILITIES ACT OF 1990, THE AGE DISCRIMINATION IN EMPLOYMENT ACT OF 1967, THE OLDER WORKERS BENEFIT PROTECTION ACT, THE ▇▇▇▇▇▇▇▇-▇▇▇▇▇ ACT, THE WORKER ADJUSTMENT AND RETRAINING NOTIFICATION ACT, THE CALIFORNIA FAIR EMPLOYMENT AND HOUSING ACT, THE FAMILY AND MEDICAL LEAVE ACT, ANY AND ALL CLAIMS UNDER THE REVISED CODE OF WASHINGTON OR ANY OTHER WASHINGTON STATE LABOR LAW, CLAIMS OF HARASSMENT, DISCRIMINATION, AND WRONGFUL TERMINATION, AND ANY STATUTORY OR COMMON LAW CLAIMS. NOTWITHSTANDING THE FOREGOING, EMPLOYEE UNDERSTANDS THAT NOTHING IN THIS AGREEMENT CONSTITUTES A WAIVER OF EMPLOYEE’S RIGHTS UNDER SECTION 7 OF THE NATIONAL LABOR RELATIONS ACT. EMPLOYEE FURTHER UNDERSTAND THAT THIS AGREEMENT TO ARBITRATE ALSO APPLIES TO ANY DISPUTES THAT THE COMPANY MAY HAVE WITH EMPLOYEE.

  • Specific Performance and Remedies Shareholder acknowledges that it will be impossible to measure in money the damage to Parent if Shareholder fails to comply with the obligations imposed by this Agreement and that, in the event of any such failure, Parent will not have an adequate remedy at law or in equity. Accordingly, Shareholder agrees that injunctive relief or other equitable remedy, in addition to remedies at law or in damages, is the appropriate remedy for any such failure and will not oppose the granting of such relief on the basis that Parent has an adequate remedy at law. Shareholder agrees that Shareholder will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with Parent’s seeking or obtaining such equitable relief. In addition, after discussing the matter with Shareholder, Parent shall have the right to inform any third party that Parent reasonably believes to be, or to be contemplating, participating with Shareholder or receiving from Shareholder assistance in violation of this Agreement, of the terms of this Agreement and of the rights of Parent hereunder, and that participation by any such persons with Shareholder in activities in violation of Shareholder’s agreement with Parent set forth in this Agreement may give rise to claims by Parent against such third party.

  • Specific Performance, Etc The parties recognize that if any provision of this Agreement is violated by the Company, Indemnitee may be without an adequate remedy at law. Accordingly, in the event of any such violation, Indemnitee shall be entitled, if Indemnitee so elects, to institute Proceedings, either in law or at equity, to obtain damages, to enforce specific performance, to enjoin such violation, or to obtain any relief or any combination of the foregoing as Indemnitee may elect to pursue.