Common use of No Liabilities in Event of Termination; Certain Covenants Clause in Contracts

No Liabilities in Event of Termination; Certain Covenants. (a) In the event that Pubco determines in writing to abandon the IPO, or, unless Pubco, the Company, WTM, Insignia and the Founders otherwise agree, the IPO Closing has not occurred by the tenth Business Day following the date of this Agreement, (A) this Agreement shall automatically terminate and be of no further force or effect except for this Section 2.3, Section 4.4, Section 4.7, Section 4.8 and Section 4.11 and (B) there shall be no liability on the part of any of the Parties hereto, except that such termination shall not preclude any Party from pursuing judicial remedies for damages and/or other relief as a result of the breach by the other parties of any representation, warranty, covenant or agreement contained herein prior to such termination.

Appears in 3 contracts

Samples: Reorganization Agreement (MediaAlpha, Inc.), Reorganization Agreement (MediaAlpha, Inc.), Reorganization Agreement (MediaAlpha, Inc.)

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No Liabilities in Event of Termination; Certain Covenants. (a) In the event that Pubco determines in writing to abandon the IPO, IPO is abandoned or, unless Pubcothe Board, the Company, WTM, Insignia Company and the Founders GA Parties otherwise agree, the IPO Closing has not occurred by the tenth Business Day following the date of this Agreement[_____], 2021, (Aa) this Agreement shall automatically terminate and be of no further force or effect except for this Section 2.32.3 and Sections 4.1, Section 4.44.2, Section 4.3, 4.6, 4.7, Section 4.8 and Section 4.8, 4.9, 4.10, 4.11 and 4.12 and (Bb) there shall be no liability on the part of any of the Parties parties hereto, except that such termination shall not preclude any Party party from pursuing judicial remedies for damages and/or other relief as a result of the breach by the other parties of any representation, warranty, covenant or agreement contained herein prior to such termination.

Appears in 2 contracts

Samples: Reorganization Agreement (European Wax Center, Inc.), Reorganization Agreement (European Wax Center, Inc.)

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No Liabilities in Event of Termination; Certain Covenants. (a) In the event that Pubco determines in writing to abandon the IPO, IPO is abandoned or, unless Pubcothe Board, the Company, WTM, Insignia Company and the Founders Holdings otherwise agree, the IPO Closing has not occurred by the tenth Business Day following the date of this AgreementSeptember 30, 2015, (Aa) this Agreement shall automatically terminate and be of no further force or effect except for this Section 2.32.4 and Sections 4.1, Section 4.44.2, Section 4.3, 4.6, 4.7, Section 4.8 and Section 4.8, 4.9, 4.10, 4.11 and 4.12 and (Bb) there shall be no liability on the part of any of the Parties parties hereto, except that such termination shall not preclude any Party party from pursuing judicial remedies for damages and/or other relief as a result of the breach by the other parties of any representation, warranty, covenant or agreement contained herein prior to such termination.

Appears in 2 contracts

Samples: Reorganization Agreement (vTv Therapeutics Inc.), Reorganization Agreement (vTv Therapeutics Inc.)

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