Common use of Specific Performance; Other Rights and Remedies Clause in Contracts

Specific Performance; Other Rights and Remedies. Each party ----------------------------------------------- recognizes and agrees that in the event the other party should refuse to perform any of its obligations under this Agreement or any Collateral Document, the remedy at law would be inadequate and agrees that for breach of such provisions, each party shall, in addition to such other remedies as may be available to it at law or in equity or as provided in Article 7, be entitled to injunctive relief and to enforce its rights by an action for specific performance to the extent permitted by Applicable Law. Each party hereby waives any requirement for security or the posting of any bond or other surety in connection with any temporary or permanent award of injunctive, mandatory or other equitable relief. Nothing herein contained shall be construed as prohibiting each party from pursuing any other remedies available to it pursuant to the provisions of, and subject to the limitations contained in, this Agreement for such breach or threatened breach. Notwithstanding the foregoing or any provision of this Agreement to the contrary, ATS shall not be entitled to specific performance or any other remedy to the extent that the aggregate costs and expenses required to be paid by Meridian arising from the enforcement or exercise of such remedy (inclusive of reasonable attorneys fees) would exceed an amount equal to the amount of the Escrow Indemnity Fund, and after the Closing Meridian shall not be required to expend any of its funds (other than payments by the Indemnity Escrow Agent out of the Escrow Indemnity Fund (as reduced in accordance with the provisions of Section 2.3) or except as provided in Section 8.3(d)) for such purpose.

Specific Performance; Other Rights and Remedies. Each Anything in this Agreement to the contrary notwithstanding, each party ----------------------------------------------- recognizes and agrees that in the event the other party should refuse to perform any of its obligations under this Agreement or any Collateral Document, the remedy at law would be inadequate and agrees that for breach of such provisions, each party not in material breach of this Agreement or any Collateral Document shall, in addition to such other remedies as may be available to it at law or in equity or as provided in Article 7, be entitled to injunctive relief and to enforce its rights by an action for specific performance to the extent permitted by Applicable Law. Each party hereby waives any requirement for security or the posting of any bond or other surety in connection with any temporary or permanent award of injunctive, mandatory or other equitable relief. Nothing herein contained shall be construed as prohibiting each party from pursuing any other remedies available to it pursuant to the provisions of, and subject to the limitations contained in, this Agreement for such breach or threatened breach. Notwithstanding the foregoing or any provision of this Agreement to the contrary, after the Closing Date ATS shall not be entitled to specific performance or any other remedy to the extent that the aggregate costs and expenses required cost to be paid by Meridian Diablo arising from the enforcement or exercise of such remedy (inclusive of reasonable attorneys fees) would exceed an amount equal to the amount of then on deposit in the Escrow Indemnity FundFunds, and after the Closing Meridian shall not be required to expend any of its funds (other than payments by the Indemnity Escrow Agent out of the Escrow Indemnity Fund (as reduced in accordance with the provisions of Section 2.3) the Escrow Indemnity Agreement, for all costs and expenses incurred in connection with its performance of or except as provided in Section 8.3(d)) for such purposecompliance with the remedy exercised or enforced.

Specific Performance; Other Rights and Remedies. Each party ----------------------------------------------- recognizes and agrees that in the event the other party should refuse to perform any of its obligations under this Agreement or any Collateral Document, the remedy at law would be inadequate and agrees that for breach of such provisions, each party shall, in addition to such other remedies as may be available to it at law or in equity or as provided in Article 7, be entitled to injunctive relief and to enforce its rights by an action for specific performance to the extent permitted by Applicable Law. Each party hereby waives any requirement for security or the posting post ing of any bond or other surety in connection with any temporary or permanent award of injunctive, mandatory or other equitable relief. Nothing herein contained shall be construed as prohibiting each party from pursuing any other remedies available to it pursuant to the provisions of, and subject to the limitations contained in, this Agreement for such breach or threatened breach. Notwithstanding the foregoing or any provision of this Agreement to the contrary, after the Closing Date ATS shall not be entitled to specific performance or any other remedy to the extent that the aggregate costs and expenses required cost to be paid by Meridian Seller arising from the enforcement or exercise of such remedy (inclusive of reasonable attorneys fees) would exceed an amount equal to the amount of the Escrow Indemnity FundFunds, and after the Closing Meridian shall not be required to expend any of its funds (other than payments by the Indemnity Escrow Agent out of the Escrow Indemnity Fund (as reduced in accordance with the provisions of Section 2.3) the Escrow Indemnity Agreement, for all costs and expenses incurred in connection with its performance of or except as provided in Section 8.3(d)) for such purposecompliance with the remedy exercised or enforced.

Specific Performance; Other Rights and Remedies. Each party ----------------------------------------------- recognizes and agrees that in the event the other party should refuse to perform any of its obligations under this Agreement or any Collateral Document, the remedy at law would be inadequate and agrees that for breach of such provisions, each party shall, in addition to such other remedies as may be available to it at law or in equity or as provided in Article 7, be entitled to injunctive relief and to enforce its rights by an action for specific performance to the extent permitted by Applicable Law. Each party hereby waives any requirement for security or the posting of any bond or other surety in connection with any temporary or permanent award of injunctive, mandatory or other equitable relief. Nothing herein contained shall be construed as prohibiting each party from pursuing any other remedies available to it pursuant to the provisions of, and subject to the limitations contained in, this Agreement for such breach or threatened breach. Notwithstanding the foregoing or any provision of this Agreement to the contrary, ATS shall not be entitled to specific performance or any other remedy to the extent that the aggregate costs and expenses required to be paid by Meridian arising from the enforcement or exercise of such remedy (inclusive of reasonable attorneys fees) would exceed an amount equal to the amount of the Escrow Indemnity Fund, and after the Closing Meridian shall not be required to expend any of its funds (other than payments by the Indemnity Escrow Agent out of the Escrow Indemnity Fund (as reduced in accordance with the provisions of Section 2.3) or except as provided in Section 8.3(d)) for such purpose.

Specific Performance; Other Rights and Remedies. Each party Gearon ---------- ----------------------------------------------- recognizes and agrees that in the event the other party should refuse to perform any of its obligations under this Agreement or any Collateral Document, the ATSI's remedy at law for any breach of the provisions of this Agreement, including without limitation Sections 8, 9 or 10, would be inadequate inadequate, and he agrees that for breach of such provisions, each party ATSI shall, in addition to such other remedies as may be available to it at law or in equity or as provided in Article 7this Agreement, be entitled to injunctive relief and to enforce its rights by an action for specific performance to the extent permitted by Applicable Law. Each party hereby waives any requirement for security or the posting of any bond or other surety in connection with any temporary or permanent award of injunctive, mandatory or other equitable relief. Without limiting the generality of the foregoing, in the event of a breach or threatened breach by Gearon of the provisions of this Agreement, ATSI shall be entitled to an injunction restraining Gearon from soliciting employees, customers or suppliers, or from disclosing, in whole or in part, any Confidential Information, or from rendering any services to any Person to whom such information has been disclosed, from engaging, participating or otherwise being connected with any business described in Section 10 or from otherwise violating the terms of this Agreement. Nothing herein contained shall be construed as prohibiting each party ATSI from pursuing any other remedies available to it pursuant to the provisions of, and subject to the limitations contained in, this Agreement or them for such breach or threatened breach, including without limitation the recovery of actual damages from Gearon. Notwithstanding The rights and remedies of the foregoing or any provision of parties under this Agreement to are cumulative and are not in lieu of, but are in addition to, any other rights and remedies which the contraryparties shall have under or by virtue of any Applicable Law, ATS shall not be entitled to specific performance or any other remedy to agreement or obligation between the extent that the aggregate costs and expenses required to be paid by Meridian arising from the enforcement parties or exercise of such remedy (inclusive of reasonable attorneys fees) would exceed an amount equal to the amount of the Escrow Indemnity Fund, and after the Closing Meridian shall not be required to expend any of its funds (other than payments by the Indemnity Escrow Agent out of the Escrow Indemnity Fund (as reduced in accordance with the provisions of Section 2.3) or except as provided in Section 8.3(d)) for such purposethem.