Common use of Effect on Obligations Clause in Contracts

Effect on Obligations. Termination of this Agreement pursuant to Section 7.02 shall terminate all obligations of the parties to each other hereunder, except for the obligations under Sections 7.04 and Article XIII and, provided, however, that notwithstanding the foregoing, the termination of this Agreement pursuant to clauses (c) or (d) of Section 7.02 shall not relieve any party of any liability with respect to any breach of any representation, warranty, covenant or agreement herein by such party, or limit or preclude any remedy any party may have against such breaching party with respect to any such breach.

Appears in 1 contract

Samples: Asset Purchase Agreement (Caraustar Industries Inc)

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Effect on Obligations. Termination of this Agreement prior to Closing pursuant to Section 7.02 10.1 hereof shall terminate all obligations of the parties to each other hereunder, except for the their obligations under Sections 7.04 Section 12.9 (regarding public announcements) and Article XIII and, Section 12.6 (regarding expenses) hereof; provided, however, that notwithstanding the foregoing, the termination of this Agreement pursuant to clauses (cSection 10.1(c) hereof by reason of a willful breach of any representations, warranties, covenants or (d) of Section 7.02 agreements shall not relieve any the willfully breaching party of (whether or not it is the terminating party) from any liability with respect to any breach of any representation, warranty, covenant the other party hereto arising from or agreement herein by such party, or limit or preclude any remedy any party may have against such breaching party with respect related to any such breach.

Appears in 1 contract

Samples: Stock Purchase Agreement (Euramax International PLC)

Effect on Obligations. Termination of this Agreement pursuant --------------------- to Section 7.02 8.02 shall terminate all obligations of the parties to each other hereunder, except for the obligations under Sections 7.04 6.04 and Article XIII 13.05 and, provided, however, that that, notwithstanding the foregoing, the termination of this Agreement pursuant to clauses (c) or (d) of Section 7.02 8.02 shall not relieve any party of any liability with respect to any breach of any representation, warranty, covenant or agreement herein by such party, or limit or preclude any remedy any party may have against such breaching party with respect to any such breach.

Appears in 1 contract

Samples: Stock Purchase Agreement (Guest Supply Inc)

Effect on Obligations. Termination of this Agreement pursuant to Section 7.02 8.1 hereof shall terminate all obligations of the parties to each other hereunder, except for the their obligations under Sections 7.04 Article IX hereof (regarding indemnification) and Article XIII and, Section 10.9 (regarding public announcements) hereof; provided, however, that notwithstanding the foregoing, the termination of this Agreement pursuant to clauses (cSection 8.1(c) hereof by reason of a breach of any covenant or (d) of Section 7.02 agreement shall not relieve any the breaching party of (whether or not it is the terminating party) from any liability with respect to any breach of any representation, warranty, covenant the other party hereto arising from or agreement herein by such party, or limit or preclude any remedy any party may have against such breaching party with respect related to any such breach.

Appears in 1 contract

Samples: Asset Purchase Agreement (Remy International, Inc.)

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Effect on Obligations. Termination of this Agreement pursuant to Section 7.02 11.1 hereof shall terminate all obligations of the parties to each other hereunder, except for the their obligations under Article XII hereof and Sections 7.04 7.6 and Article XIII and, 8.6 hereof; provided, however, that notwithstanding the foregoing, the termination of this Agreement pursuant to clauses (cSection 11.1(c) or (d) hereof by reason of Section 7.02 a material breach by any Person of such Person’s obligations hereunder shall not relieve such Person from any party of any liability with respect Liability arising from or related to any such breach of any representation, warranty, covenant under Article XII hereof or agreement herein by such party, or limit or preclude any remedy any party may have against such breaching party with respect to any such breachotherwise.

Appears in 1 contract

Samples: Asset Purchase Agreement (Inovio Biomedical Corp)

Effect on Obligations. Termination of this Agreement pursuant to Section 7.02 10.1 hereof shall terminate all obligations of the parties to each other hereunder, except for the their obligations under Sections 7.04 Article 11 hereof (Indemnification), Section 7.6 hereof (Confidentiality) and Article XIII and, Section 12.10 hereof (Public Announcements); provided, however, that notwithstanding the foregoing, the termination of this Agreement pursuant to clauses (cSection 10.1(c) or (d) hereof by reason of Section 7.02 a breach by any Person of such Person’s obligations hereunder shall not relieve any party of such Person from any liability with respect arising from or related to any breach of any representation, warranty, covenant or agreement herein by such party, or limit or preclude any remedy any party may have against such breaching party with respect to any such breach.

Appears in 1 contract

Samples: Contribution Agreement (Regis Corp)

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