Common use of Effect of Termination; Termination Fee Clause in Contracts

Effect of Termination; Termination Fee. (a) Except as set forth in this SECTION 8.5, in the event of termination of this Agreement by either Parent or the Company as provided in this ARTICLE VIII, this Agreement shall forthwith become void and there shall be no liability or obligation on the part of the Parties or their respective affiliates, officers, directors or stockholders except (x) with respect to the treatment of confidential information pursuant to SECTION 6.7, the payment of expenses pursuant to SECTION 9.1, and ARTICLE IX generally, (y) to the extent that such termination results from the willful breach of a Party of any of its representations or warranties, or any of its covenants or agreements and (z) with respect to any intentional or knowing misrepresentations in connection with or pursuant to this Agreement or the transactions contemplated hereby.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Open Market Inc), Agreement and Plan of Merger (Divine Inc), Agreement and Plan of Merger (Open Market Inc)

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Effect of Termination; Termination Fee. (a) Except as set forth in this SECTION Section 8.5, in the event of termination of this Agreement by either Parent or the Company as provided in this ARTICLE Article VIII, this Agreement shall forthwith become void and there shall be no liability or obligation on the part of the Parties or their respective affiliates, officers, directors or stockholders shareholders except (x) with respect to the treatment of confidential information pursuant to SECTION 6.7Section 6.6, the payment of expenses pursuant to SECTION Section 9.1, and ARTICLE Article IX generally, (y) to the extent that such termination results from the willful breach of a Party of any of its representations or warranties, or any of its covenants or agreements and or (z) with respect to any intentional or knowing misrepresentations in connection with or pursuant to this Agreement or the transactions contemplated hereby.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Eshare Communications Inc), Agreement and Plan of Merger (Divine Inc)

Effect of Termination; Termination Fee. (a) Except as set forth in this SECTION 8.5, in the event of termination of this Agreement by either Parent or the Company as provided in this ARTICLE VIII, this Agreement shall forthwith become void and there shall be no liability or obligation on the part of the Parties or their respective affiliates, officers, directors or stockholders except (x) with respect to the treatment of confidential information pursuant to SECTION 6.76.6, the payment of expenses pursuant to SECTION 9.1, and ARTICLE IX generally, (y) to the extent that such termination results from the willful and material breach of a Party of any of its representations or warranties, or any of its covenants or agreements and (z) with respect to any intentional or knowing misrepresentations in connection with or pursuant to this Agreement or the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Divine Inc)

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Effect of Termination; Termination Fee. (a) Except as set forth in this SECTION 8.5, in In the event of termination of this Agreement by either Parent or the Company as provided in this ARTICLE Article VIII, this Agreement shall ------------ forthwith become void and there shall be no liability or obligation on the part of the Parties or their respective affiliatesAffiliates, officers, directors or stockholders except (w) as set forth in this Section 8.5 (x) with respect ----------- to the treatment of confidential information pursuant to SECTION 6.7, Section 6.6 and ----------- the payment of expenses pursuant to SECTION Section 9.1, and ARTICLE IX generally, (y) to the extent that ----------- such termination results from the willful breach of a Party of any of its representations or warranties, or any of its covenants or agreements and or (z) with respect to any intentional or knowing misrepresentations misrepresentation in connection with or pursuant to this Agreement or the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Blue Wave Systems Inc)

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