Common use of Effect of Termination Clause in Contracts

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.18.01, this Agreement shall forthwith become void void, and there shall be no liability on the part of any party hereto hereto, except as set forth in Section 8.3 Sections 8.03 and Section 9.1; provided9.01, however, that and nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In the event of the Upon termination of this Agreement pursuant to Section 8.1, the undertakings of the Parties set forth in this Agreement shall forthwith become void be of no further force and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1effect; provided, however, that nothing herein no such termination shall relieve any party from liability for Party of any intentional material breach of any term or provision hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.19.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 Sections 5.03 and Section 9.1; provided, however, 10.01 and (b) that nothing herein shall relieve any either party hereto from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1Agreement, this Agreement shall forthwith become void and of no further force or effect (except for Article 9, which shall survive such termination) and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party from any liability for Losses for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.17.01, this Agreement shall forthwith become void void, and there shall be no liability on the part of any party hereto hereto, except (i) as set forth in Section 8.3 7.03 and Section 9.1; provided, however, that (ii) nothing herein shall relieve any party from liability for any willful breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.19.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto either Parent, Acquiror or Target or their respective officers or directors, except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein in this Section 9.2 shall relieve any party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.17.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 Article VIII and Section 9.1; provided, however, (b) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement occurring prior to such termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.17.01, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto or any of its affiliates, directors, officers or stockholders except (i) as set forth in Section 8.3 7.03 and Section 9.1; provided8.01 hereof, however, that and (ii) nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 Article IX and Section 9.1; provided, however, (b) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement occurring prior to such termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to by any party as provided in Section 8.19.01, this Agreement shall forthwith become void and there shall be have no effect, without any liability or obligation on the part of any party hereto except as set forth in party, other than the provisions of Section 8.3 8.01 and Section 9.1; provided, however, that nothing herein 10.02. Nothing contained in this Section shall relieve any party from liability for any breach hereofof the representations, warranties, covenants or agreements set forth in this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.16.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.17.1; provided, however, that nothing herein shall relieve any party from liability for any wilful breach hereof.

Effect of Termination. (a) In the event of the termination of this Agreement pursuant to Section 8.1, this Agreement shall will forthwith become void and there shall will be no liability or obligation on the part of any party hereto hereto, except as set forth in with respect to Section 6.6, this Section 8.2, Section 8.3 and Section 9.1Article IX, which will survive such termination; provided, however, that nothing herein shall will relieve any party from liability for any willful and material breach hereof.

Effect of Termination. (a) In the event of the termination of this Agreement pursuant to as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement occurring prior to termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability under this Agreement on the part of any party hereto Party except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party Party from liability for any breach hereofof this Agreement that occurred before relevant termination and the terms of this Section 8.02 and Article IX shall survive any such termination.

Effect of Termination. (a) In the event of the termination of this Agreement pursuant to Section 8.18.1 hereof, this Agreement shall forthwith become void be terminated and have no further effect except as specifically provided herein and in Section 9.10 and, except as provided in this Section 8.2 and in Section 9.11, there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1; providedhereto, however, provided that nothing herein shall relieve any party from liability for any willful breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability continuing obligations on the part of any party Party hereto except (a) as set forth in Section 8.3 Sections 6.01, 9.01, 9.11, 9.12, 9.13 and Section 9.1; provided9.14, however, and (b) that nothing herein shall relieve any party Party from liability for any breach hereofof this Agreement prior to its termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1, this Agreement shall forthwith become void and there shall be no liability on the part all rights and obligations of any party hereto except shall cease except: (i) as set forth in Section 8.3 9.1 of this Agreement and Section 9.1; provided, however, that (ii) nothing herein shall relieve any party from liability for any willful breach hereofof this Agreement or shall restrict either party’s rights in the case thereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.18.01, this Agreement shall forthwith become void and void, there shall be no liability on the part of the parties to the other parties and all rights and obligations of any party hereto shall cease, except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party from of any liability for any breach hereofof such party's representations, warranties, covenants or agreements contained in this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement occurring prior to termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.19.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 5.03 and Section 9.1; provided, however, Article X and (b) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement occurring prior to such termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.15.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto hereto, except as set forth in that (1) Section 8.3 3.5, Section 8.1, Section 8.6, Section 8.7, Section 8.8, and Section 9.1; provided, however, that 8.10 hereof shall survive such termination and (2) nothing herein shall relieve any party from liability for any willful breach of any such surviving Section hereof.

Effect of Termination. (a) In the event of the termination of this Agreement pursuant to Section 8.111.1, this Agreement shall forthwith become void and there shall be no liability or obligation on the part of any party hereto hereto, except as set forth provided in this Section 8.3 11.2 and Section 9.112, which shall survive such termination; provided, however, that nothing herein shall relieve any party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.19.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 Sections 5.03 and Section 9.1; provided, however, 10.01 and (b) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement.

Effect of Termination. In Except as provided in Section 8.5 or Section 9.1, in the event of the termination of this Agreement pursuant to Section 8.1, this Agreement shall forthwith become void and void, there shall be no liability on the part of any party hereto, or any of their respective officers or directors, to the other and all rights and obligations of any party hereto except as set forth in Section 8.3 and Section 9.1shall cease; provided, however, that nothing herein shall relieve any party from liability for the willful breach of any breach hereofof its representations, warranties, covenants or agreements set forth in this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.17.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 8.01 and Section 9.1; provided, however, (b) that nothing herein shall relieve any either party from liability for any willful and material breach hereofof this Agreement or fraud.

Effect of Termination. In the event of the termination of If this Agreement pursuant to is terminated as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability Liability on the part of any party Party hereto except as set forth in Section 8.3 and Section 9.1; providedwith respect thereto, however, that but nothing herein shall relieve any party Party from liability Liability for any breach hereofprior to such termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party from liability for any wilful breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.18.01, this Agreement shall forthwith become void void, and there shall be no liability on the part of any party hereto hereto, except as set forth in Section 8.3 Sections 9.01 and Section 9.19.11; providedPROVIDED, however, HOWEVER that nothing contained herein shall relieve any party from liability for any wilful breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.19.1 hereof, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 of the parties; provided that the provisions of Sections 7.2 and Section 9.1; provided, however, 7.9 and of this Article IX shall continue and that nothing herein shall relieve any party from liability for any willful breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1, this Agreement shall forthwith become void void, and there shall be no liability on the part of any party hereto hereto, except (i) as set forth in Section Sections 6.4, 8.3 and Section 9.1; provided, however, that 9.1 and (ii) nothing herein shall relieve any party from liability for any breach hereof. Any attempted termination of this Agreement not in accordance with Section 8.1 shall not be effective and shall not affect the rights or obligations of the parties set forth herein.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.17.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 8.02 and Section 9.1; provided, however, (b) that nothing herein shall relieve any party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.18.01, this Agreement shall forthwith become void except for Section 5.03, this Section 8.02 and Article IX and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 Sections 5.03 and Section 9.1; provided, however, 9.01 and (b) that nothing herein shall relieve any either party from liability for any material breach hereofof this Agreement occurring prior to such termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1as provided in Clause 10.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, provided that nothing herein shall relieve any party hereto from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.17.1, this Agreement shall forthwith become void void, and there shall be no liability on the part of any party hereto hereto, except (i) as set forth in Section 8.3 7.3 and Section 9.1; provided, however, that (ii) nothing herein shall relieve any party from liability for any willful breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 5.02 and Section 9.1; provided, however, Article IX and (b) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement occurring prior to such termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.17.01, this Agreement shall forthwith become void void, and there shall be no liability on the part of any party hereto hereto, except (i) as set forth in Section 8.3 Sections 7.03 and Section 9.1; provided, however, that 8.01 and (ii) nothing herein shall relieve any party from liability for any willful breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto either Parent, Acquiror or Target or their respective officers or directors, except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein in this Section 8.02 shall relieve any party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.110.01, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto (a) except as set forth in Section 8.3 5.05 and Section 9.1; provided, however, that 11.01 hereof and (b) nothing herein shall relieve any party hereto from liability for any willful breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to under this Section 8.15.2, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party hereto from liability for any willful breach hereofof any provision of this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.17.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth that (a) the provisions of Article VIII (other than Sections 8.1 and 8.2) and this Section 7.2 shall remain in Section 8.3 effect and Section 9.1; provided, however, that (b) nothing herein shall relieve any party from liability for any breach hereofof this Agreement prior to such termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.17.1, this Agreement shall forthwith become void and there shall be no liability Liability on the part of any party hereto Party, except as set forth in (a) for the provisions of Section 8.3 5.2 relating to public announcements, Section 8.2 relating to fees and expenses, and this Section 9.1; provided, however, 7.2 and (b) that nothing herein shall relieve any party either Party from liability Liability for any fraud or willful and material breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.19.1, this Agreement shall forthwith become void (excepting only those provisions hereof that by their terms survive the termination of this Agreement) and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1hereto; provided, however, provided that nothing herein shall relieve any either party from liability for any willful breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1, this Agreement shall forthwith become void void, and there shall be no liability under this Agreement on the part of any party hereto hereto, except (a) as set forth in Section 8.3 and Section 9.1; provided, however, that (b) nothing herein shall relieve any party from liability for any willful breach hereofof any of its representations, warranties, covenants or agreements set forth in this Agreement prior to such termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.17.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 7.3, Section 5.2 and Section 9.18.1; provided, however, that nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto either Parent, Acquiror or Target or their respective officers or directors, except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein in this Section 8.2 shall relieve any party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.18.1 hereof, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except as set forth in Section 8.3 and Section 9.1; to the other, provided, however, that nothing herein (a) this Section 8.2 shall relieve any not preclude liability attaching to a party from liability for any breach who has caused the termination hereof by willful act or willful failure to act in violation of the terms and provisions of this Agreement, and (b) termination of this Agreement shall not terminate or affect the agreements of the parties hereto set forth in Sections 9.3 or 9.4 hereof.

Effect of Termination. In the event of the termination of If this Agreement is terminated pursuant to Section 8.110.1, this Agreement shall forthwith become void and there shall be no liability or obligation on the part of any party hereto hereto, except as set forth in Section 8.3 that the provisions of Sections 8.4 and Section 9.1; provided12.11 shall not be extinguished but shall survive such termination, however, that and nothing herein shall relieve any party from liability for any breach hereofhereof and each party shall be entitled to any remedies at law or in equity for such breach.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1Agreement, this Agreement shall forthwith become void and of no further force or effect (except for Section 5.02 and Article 9, which shall survive such termination) and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party from any liability for Losses for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.110.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party Party hereto except (a) as set forth in Section 8.3 6.1 and this Section 9.1; provided10.3, however, and (b) that nothing herein shall relieve any party Party hereto from liability for any breach hereofof this Agreement and all rights and remedies arising as a result of such breach shall remain available to any non-breaching Party. The provisions of this Section 10.3 shall survive any termination of this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.17.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 7.3 and Section 9.18.1; provided, however, that nothing herein shall relieve any party from liability for any willful breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in this Section 8.18, this Agreement shall shall, forthwith become null and void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party from liability for any wilful breach hereof. Such termination shall not, however, affect the obligations of the parties under the Confidentiality Agreement.

Effect of Termination. In Except as provided in Section 9.1, in --------------------- the event of the termination of this Agreement pursuant to Section 8.111.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1or any of its affiliates, directors, officers or stockholders; provided, however, provided however that nothing herein shall relieve any party from liability for any breach hereofhereof occurring prior to termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.17.01, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto or any of its affiliates, directors, officers, stockholders or general partners, except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In the event of the termination of this Agreement is terminated pursuant to Section 8.18.1 hereof, this Agreement shall forthwith become void and there shall be have no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1; effect, provided, however, that nothing herein shall relieve any party Party from liability for the breach of any representations or warranties or the breach hereofof, or failure to perform, any covenant made by it herein.

Effect of Termination. (a) In the event of the termination of this Agreement and the abandonment of the Merger pursuant to Section 8.1this Article VIII hereof, no Party to this Agreement shall forthwith become void and there shall be no have any liability on the part of or further obligation to any party hereto other Party hereunder except as set forth in this Section 8.3 8.2, Section 6.10, Sections 9.3, 9.4, 9.6, 9.8 and Section 9.1; provided, however, that nothing herein shall relieve any party from liability for any breach 9.9 hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.115.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 15.3 and Section 9.15.4(b); provided, however, that nothing herein shall relieve any party from liability for any willful and material breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.17.01, this Agreement shall forthwith become void void, and there shall be no liability on the part of any party hereto hereto, except (i) as set forth in Section 8.3 8.01 and Section 9.1; provided, however, that (ii) nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.18.01, this Agreement shall forthwith become void void, and there shall be no liability on the part of any party hereto hereto, except as set forth in Section 8.3 8.03 and Section 9.1; provided9.01, however, that and nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 8.03 and Section 9.1; provided, however, 9.01 and (b) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1Sections 8.01, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except (i) as set forth in Section 8.3 Sections 8.05 and Section 9.1; provided9.01 hereof, however, that and (ii) nothing herein shall relieve any party from liability for any willful breach hereofhereof and for any breach giving rise to a termination under Sections 8.01(d) or (e).

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.18.1 hereof, this Agreement (except for this Section 8 (other than Section 8.10), and any definitions set forth in this Agreement and used in such sections) shall forthwith become void and there shall be have no effect, without any liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1or its Affiliates; provided, however, that nothing herein contained in this Section 8.2 shall relieve any party from liability for fraud or any intentional or willful breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1this Article 8, all further obligations of the parties under this Agreement shall forthwith become void and there shall be no terminated without any further liability on the part of any party hereto except as set forth to the other parties hereto. Nothing contained in this Section 8.3 and Section 9.1; provided, however, that nothing herein 8.2 shall relieve any party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this --------------------- Agreement and the abandonment of the Merger pursuant to Section 8.17.1, no party to this Agreement shall forthwith become void and there shall be no have any liability on the part of or further obligation to any other party hereto hereunder except (a) as set forth in Section 8.3 Sections 7.3 and Section 9.1; provided, however, that nothing herein shall 8.1 and (b) such termination will not relieve any a breaching party from of liability for any breach hereofdirectly or indirectly giving rise to such termination.

Effect of Termination. In the event of the Upon termination of this Agreement pursuant to Section 8.1, the undertakings of the Parties set forth in this Agreement shall forthwith become void be of no further force and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1effect; provided, however, that nothing herein no such termination shall relieve any party from Party of liability for any intentional material breach of any term or provision hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 5.02 and Section 9.1; provided, however, Article 7 and (b) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement occurring prior to such termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.17.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party from liability for any breach hereofSections 7.1.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability or further obligation on the part of any party hereto except (i) as set forth in Section Sections 8.3 and Section 9.1; provided, however, that 9.1 hereof and (ii) nothing herein shall relieve any party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.16.01, this Agreement shall forthwith become void void, and there shall be no liability on the part of any party hereto hereto, except (i) as set forth in Section 8.3 Sections 6.03 and Section 9.1; provided, however, that 7.01 and (ii) nothing herein shall relieve any party from liability for any willful breach hereof.

Effect of Termination. In the event of the termination of If this Agreement is terminated pursuant to Section 8.1, this Agreement shall forthwith become void and there shall be of no liability on further force and effect, except for the part provisions of any party hereto except as set forth in this Section 8.3 8.2, Section 11 and Section 9.112, which shall survive such termination; provided, however, that nothing herein shall relieve any party from liability Liability for any breach hereofof any representation, warranty, covenant or agreement contained in this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.19.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto party, except as set forth in this Section 8.3 9.3 and Section 9.110; provided, however, that nothing herein in this Agreement shall relieve any a party from liability for (a) any breach hereofby such party of the terms and provisions of this Agreement prior to such termination or (b) Actual Fraud.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1in accordance with this Article VII, this Agreement shall will forthwith become void and there shall will be no liability on the part of any party hereto except as set forth in Section 8.3 this Article VII and Section 9.1; provided, however, except that nothing herein shall will relieve any party hereto from liability for any willful breach of any provision hereof.

Effect of Termination. (a) In the event of the termination of this Agreement pursuant to Section 8.1, this Agreement shall forthwith become void and there shall be no liability or obligation on the part of any party hereto hereto, except as set forth in with respect to Sections 6.3(b) and 6.9, this Section 8.2, Section 8.3 and Section 9.1Article IX, which shall survive such termination; provided, however, that nothing herein shall relieve any party from liability for any willful and material breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.110.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (i) as set forth in Section 8.3 Sections 5.03 and Section 9.1; provided, however, 11.01 and (ii) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.19.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 10.01 and Section 9.1; provided, however, (b) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.113.01, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto either Party except (a) as set forth in Section 8.3 13.03, and Section 9.1; provided, however, (b) that nothing herein shall relieve any party Party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.16.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto Party, and except as set forth in Section 8.3 Sections 9 (Confidentiality) and Section 9.1; provided10.7 (Expenses) none of the Parties shall have any claim against the others for costs, howeverdamages, that nothing herein shall relieve compensation or otherwise (save in respect of any party from liability for any prior breach hereofof this Agreement).

Effect of Termination. (a) In the event of the termination of this Agreement pursuant to as provided in Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except as set forth in Sections 5.02(e), 9.01 and this Section 8.3 8.02, and Section 9.1; provided, however, that nothing herein shall relieve any either party from liability for any willful breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.110.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 Sections 5.03 and Section 9.1; provided, however, 10.03 and (b) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement.

Effect of Termination. In the event of the Upon termination of this Agreement pursuant to in accordance with Section 8.1, except as otherwise contemplated by this Agreement, this Agreement shall forthwith become null and void and there shall thereafter be no liability on under this Agreement of the part of any party hereto except as set forth in Section 8.3 and Section 9.1either party; provided, provided however, that nothing herein in this Section 8 shall relieve be deemed to release any party from any liability for any breach hereofby such party of the terms and provisions of this Agreement or to impair the right of any party to compel specific performance by any other party of its obligations under this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.111.01, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto or any of its affiliates, directors, officers or Shareholders except as set forth in the provisions of Section 8.3 12.05 shall survive and Section 9.1; provided, however, that nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 5.03 and Section 9.1; provided, however, Article IX and (b) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement occurring prior to such termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto hereto, except as set forth in this Section 8.2, Section 3.19, Section 4.5, Section 6.4(b), Section 8.3 and Section 9.1Article IX; provided, however, provided that nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In Subject to the provisions of Section 8.03, in the event of the termination of this Agreement pursuant to Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability on the part of any party either Party hereto except as set forth in (i) that the provisions of this Section 8.3 8.02 and Section 9.1; provided, however, Article VIII shall survive termination of the Agreement and (ii) that nothing herein shall relieve any party either Party from liability for any willful breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.19.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement occurring prior to such termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.1, this Agreement shall forthwith become void and there shall be no liability Liability on the part of any party hereto except either Party except: (a) as set forth in Section 8.3 8.2, (b) Section 7.4 (Confidentiality), Section 10.4 (Governing Law) and Section 9.1; provided10.14 (Expenses) shall survive termination, however, that and (c) nothing herein shall relieve any party Party from liability for any breach hereofLiability or damages incurred or suffered by a Party as a result of fraud by another Party.

Effect of Termination. In the event of the termination of this Agreement pursuant to by either ACT or ICH as provided in Section 8.1, this Agreement shall forthwith become void and there shall be have no effect, without any liability or obligation on the part of any ICH or ACT, other than the last sentence of Section 6.2, Section 8.2 and this Section 8.3. Notwithstanding the foregoing, no party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party be relieved from liability for any willful, material breach hereofof this Agreement.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1as provided in SECTION 12.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto party, except as set forth in Section 8.3 (a) for SECTIONS 1, 8, 13 AND 14 and Section 9.1; provided, however, any other Sections or provisions which survive the termination of this Agreement by their terms and (b) that nothing herein shall relieve any party from liability for any breach hereofor violation of this Agreement or payment of any obligations hereunder.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.110.01 or Section 10.03, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto hereto, except as set forth in Section 8.3 6.05, Section 12.01, Section 12.03, Section 12.10, Section 12.11 and this Section 9.110.04; provided, however, that nothing herein in this Agreement shall relieve any party hereto from liability for any intentional or fraudulent breach hereofof this Agreement.

Effect of Termination. In the event of the a termination of this Agreement pursuant to Section 8.1this Article 8, this Agreement shall forthwith shall, except as specifically provided herein, become void and there of no further effect, and each party shall pay the costs and expenses incurred by it in connection with this Agreement and, except as otherwise provided herein, no party shall be no liability on the part of liable to any other party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party from liability for any costs, expenses, damages or loss hereunder, so long as any such party is not in default or breach hereofof its obligations hereunder at the time of said termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any party from liability for any wilful breach hereof; provided, further, that the payment of the termination fee set forth in Section 8.3(a)(i) shall be considered with respect to the calculation of any damages resulting from any such wilful breach by the Company.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.17.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto or of any of its Affiliates, directors, officers or stockholders except (i) as set forth in Section 8.3 7.3 and Section 9.1; provided8.1, however, that and (ii) nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.17.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto or any of its affiliates, directors, officers or stockholders except (i) as set forth in Section 8.3 7.3 and Section 9.1; provided8.1 hereof, however, that and (ii) nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.1this Article 9, this Agreement shall will forthwith become void and there shall will be no right or liability on the part of any either party hereto except as set forth in Section 8.3 and Section 9.1hereto; provided, however, that nothing contained herein shall will relieve any either party from liability for any breach hereofof any covenant or agreement in this Agreement.

Effect of Termination. (a) In the event of the termination of this Agreement pursuant to as provided in Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except as set forth in Section 8.3 and Section 9.1; provided, however, that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement.

Effect of Termination. In (a) Except as provided in Section 9.1, in the event of the termination of this Agreement pursuant to Section 8.111.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in or any of its affiliates, directors, officers or stockholders, subject to the provisions of Section 8.3 11.2(b) or Section 11.2(d), and Section 9.1; provided, however, that nothing herein shall relieve any party from liability for any breach hereofhereof occurring prior to termination.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.17.1, this Agreement shall forthwith become void and there shall be no liability on the part of any party hereto except as set forth in the confidentiality provisions of Section 8.3 5.3 and Section 9.1Sections 5.9, 7.3 and 8.1; provided, however, that nothing herein shall relieve any party from liability for any willful breach hereof.

Effect of Termination. In the event of the Upon termination of this Agreement pursuant to Section 8.17.1, none of the parties hereto shall have any liability hereunder except (i) to the extent of any damages resulting from a knowing and intentional breach of this Agreement shall forthwith become void during its term and there shall be no liability on (ii) the part of any party hereto except as provisions set forth in Section 8.3 and Section 9.1; provided7.3, however, that nothing herein which shall relieve any party from liability for any breach hereofsurvive indefinitely.

Effect of Termination. In the event of the termination of this Agreement pursuant to Section 8.18.01, this Agreement shall forthwith become void have no further effect, and there shall be no further liability on the part of any party hereto hereto, except (i) as set forth in Section 8.3 Sections 6.04, 8.03 and Section 9.1; provided, however, that 9.01 and (ii) nothing herein shall relieve any party from liability for any breach hereof.

Effect of Termination. In the event of the termination of this Agreement pursuant to as provided in Section 8.18.01, this Agreement shall forthwith become void and there shall be no liability on the part of any either party hereto except (a) as set forth in Section 8.3 Sections 5.04 and Section 9.1; provided, however, 9.01 and (b) that nothing herein shall relieve any either party from liability for any breach hereofof this Agreement that occurred before such termination.