Effect on Obligations. Termination of this Agreement pursuant to this Article will terminate all obligations of the parties hereunder, provided, however, that termination pursuant to clause (b) of Section 12.1 hereof will not relieve any defaulting or breaching party from any liability to the other party hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Aetrium Inc), Asset Purchase Agreement (Aetrium Inc)
Effect on Obligations. Termination of this Agreement pursuant to this Article will X shall terminate all obligations of the parties hereunder, except for the obligations under Sections 4.06, 11.11 and 11.12 and the last sentence of Section 4.03; provided, however, that termination pursuant to clause (b), (c) or (d) of Section 12.1 hereof will 10.01 by reason of breaches of covenants or agreements of Seller and Parent, on the one hand, or Buyer on the other hand, shall not relieve any the defaulting or breaching party (whether or not it is the terminating party) from any liability to the other party hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of this Agreement.
Appears in 2 contracts
Samples: Temporary License Agreement (Pope & Talbot Inc /De/), Agreement of Purchase and Sale (Plainwell Inc)
Effect on Obligations. Termination of this Agreement pursuant to this Article will X shall terminate all obligations of the parties Parties hereunder, ; provided, however, that termination pursuant to clause clauses (bc) or (d) of Section 12.1 10.01 hereof will shall not relieve any defaulting or breaching party Party from any liability to the other party Parties hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Newmark Homes Corp), Agreement and Plan of Merger (Newmark Homes Corp)
Effect on Obligations. Termination of this Agreement pursuant to this Article will shall terminate all obligations of the parties hereunder, except for the obligation under Sections 3.12 and 4.5; provided, however, that termination pursuant to clause (b) of Section 12.1 paragraphs 9.1c or d hereof will shall not relieve any defaulting or breaching party from any liability to the other party parties hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of this Agreement.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Berry Petroleum Co), Purchase and Sale Agreement (Berry Petroleum Co)
Effect on Obligations. Termination of this Agreement pursuant to this Article will XI shall terminate all obligations of the parties hereunder, except for their obligations under Sections 12.10 and 12.12; provided, however, that termination pursuant to clause (b) of Section 12.1 hereof will 11.01 shall not relieve any the defaulting or breaching party from any liability to the other party hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of this Agreement.
Appears in 2 contracts
Samples: Contribution and Assumption Agreement (Spectrum Group International, Inc.), Contribution and Assumption Agreement (Spectrum Group International, Inc.)
Effect on Obligations. Termination of this Agreement pursuant to this Article will shall terminate all obligations of the parties hereunder, except for the obligations under Sections 11.08 and 11.09 and the last sentence of Section 4.03; provided, however, that termination pursuant to clause paragraph (b) or (c) of Section 12.1 hereof will 10.01 shall not relieve any the defaulting or breaching party from any liability to the other party hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of this Agreement.
Appears in 1 contract
Effect on Obligations. Termination of this Agreement pursuant to this Article will XI shall terminate all obligations of the parties hereunder, except for the obligations under Sections 12.2, 12.11 and 12.12 hereof; provided, however, that termination pursuant to clause (b) or (c) of Section 12.1 hereof will 11.1 shall not relieve any the defaulting or breaching party from any liability to the other party hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of this Agreement.
Appears in 1 contract
Effect on Obligations. Termination of this Agreement pursuant to this Article will X shall terminate all obligations of the parties hereunder, except for the obligations under Sections 14.3 and 14.13; provided, however, however that termination pursuant to clause (b) of Section 12.1 hereof will Sections 10.2 or 10.3 shall not relieve any defaulting or breaching party Party or Parties from any liability to the other party hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of Parties hereto except as otherwise set forth in this Agreement.
Appears in 1 contract
Effect on Obligations. Termination of this Agreement pursuant to this Article will shall terminate all obligations of the parties hereunder, hereunder provided, however, that termination pursuant to clause (b) or of Section 12.1 hereof will 9.01 shall not relieve any the defaulting or breaching party from any liability to the other party hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Accom Inc)
Effect on Obligations. Termination of this Agreement pursuant to this Article will shall terminate all obligations of the parties hereunder, except for the obligations under Sections 3.11, 5.5 and 6.5 hereof; provided, however, that termination pursuant to clause clauses (bc) or (e) of Section 12.1 9.1 hereof will shall not relieve any defaulting or breaching party from any liability to the other party parties hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Energy Ventures Inc /De/)
Effect on Obligations. Termination of this Agreement pursuant to this Article will shall terminate all obligations of the parties hereunder, except for the obligations under Sections 11.08 and 11.09 and the last sentence of Section 4.03; provided, however, that termination pursuant to clause paragraphs (b) or (c) of Section 12.1 hereof will 10.01 shall not relieve any the defaulting or breaching party from any liability to the other party hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of this Agreement.
Appears in 1 contract
Effect on Obligations. Termination of this Agreement pursuant to this Article will X shall terminate all obligations of the parties hereunder, except for the obligations under Sections 10.02, 11.08 and 11.11 and the last sentence of Section 4.03; provided, however, that termination pursuant to clause (bc) or (d) of Section 12.1 hereof will 10.01 by reason of breaches of representations and warranties or covenants or agreements shall not relieve any the defaulting or breaching party (whether or not it is the terminating party) from any liability to the other party hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII will survive termination of this Agreement.
Appears in 1 contract
Effect on Obligations. Termination of this Agreement pursuant to this Article will terminate all obligations of the parties hereunder, ; provided, however, that termination pursuant to clause (b) of Section 12.1 11.1 hereof will not relieve any defaulting or breaching party from any liability to the other party hereto, and provided, further, that the provisions of this Section 12.2 and Article XIII XII will survive termination of this Agreement.
Appears in 1 contract