Common use of Procedure and Effect of Termination Clause in Contracts

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHT, Crown Partners or Es3 of any representation or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, and ARTICLE VIII and ARTICLE X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 3 contracts

Samples: Exchange Agreement (National Healthcare Technology Inc), Exchange Agreement (National Healthcare Technology Inc), Exchange Agreement (National Healthcare Technology Inc)

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Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTDGHG, Crown Partners or Es3 of any representation BANYAN or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, and ARTICLE VIII Article 8 hereof and ARTICLE Article X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.. ARTICLE X MISCELLANEOUS Section 10.1

Appears in 1 contract

Samples: Exchange Agreement

Procedure and Effect of Termination. (a) ). In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHT, Crown Partners or Es3 of any representation or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, and ARTICLE VIII and ARTICLE X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Exchange Agreement (National Healthcare Technology Inc)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHT, Crown Partners JIN or Es3 NBI of any representation or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, and ARTICLE VIII and ARTICLE X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Exchange Agreement (Nascent Biotech Inc.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHT, Crown Partners SHC or Es3 YIL of any representation or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, and ARTICLE VIII and ARTICLE X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Exchange Agreement (Sleepaid Holding Co.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTRSD, Crown Partners or Es3 of any representation FREGAT or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.39.3, Section 6.59.5, Section 9.2, and ARTICLE VIII Article 8 hereof and ARTICLE Article X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Exchange and Acquisition Agreement (Royal Style Design Inc.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTRSD, Crown Partners or Es3 of any representation XXXX or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.39.3, Section 6.59.5, Section 9.2, and ARTICLE VIII Article 8 hereof and ARTICLE Article X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Exchange and Acquisition Agreement (Royal Style Design Inc.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTRSD, Crown Partners or Es3 of any representation KNHI or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.39.3, Section 6.59.5, Section 9.2, and ARTICLE VIII Article 8 hereof and ARTICLE Article X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Share Exchange and Acquisition Agreement (Royal Style Design Inc.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTDGHG, Crown Partners or Es3 of any representation STSN or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, Articles 8 and ARTICLE VIII and ARTICLE Article X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Share Exchange and Acquisition Agreement (Diversified Global Holdings Group Inc.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHT, Crown Partners CTI or Es3 DCE of any representation or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, and ARTICLE VIII and ARTICLE X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Exchange Agreement (Cleantech Transit, Inc.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 9.01 hereof, written notice thereof shall forthwith be given by the terminating party Party to the other partyParty, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange this Agreement shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party Party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTDelta, Crown Partners or Es3 of any representation the Stockholder or warranty contained herein, such party Party shall be fully liable for any and all damages incurred or suffered by the other party Party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, 9.02 and ARTICLE VIII and ARTICLE X hereof (with the exception of Section 10.5 only) 8 and Section 10 shall survive the termination of this Agreement for any reason whatsoever.. MISCELLANEOUS

Appears in 1 contract

Samples: Securities Exchange Agreement

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTCTI or SPI, Crown Partners STI, STLLC, or Es3 Seller of any representation or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, and ARTICLE VIII and ARTICLE X hereof (with the exception of Section 10.5 0 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Exchange Agreement (Cleantech Transit, Inc.)

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Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTRSD, Crown Partners or Es3 of any representation DGH or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.39.3, Section 6.59.5, Section 9.212.2, and ARTICLE VIII Article XI hereof and ARTICLE X hereof (with the exception of Section 10.5 only) Article XIII shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Share Exchange and Acquisition Agreement (Royal Style Design Inc.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTPPMC, Crown Partners or Es3 of any representation PSF or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, and ARTICLE VIII and ARTICLE X hereof (with the exception of Section 10.5 only) only)and ARTICLE X shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Share Exchange and Acquisition Agreement (Purchase Point Media Corp)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTRSD, Crown Partners or Es3 of any representation TNSY or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.39.3, Section 6.59.5, Section 9.2, and ARTICLE VIII Article 8 hereof and ARTICLE Article X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Equity Exchange and Acquisition Agreement (Royal Style Design Inc.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTRSD, Crown Partners or Es3 of any representation XERXIS or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.39.3, Section 6.59.5, Section 9.2, and ARTICLE VIII Article 8 hereof and ARTICLE Article X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Share Exchange and Acquisition Agreement (Royal Style Design Inc.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTRSD, Crown Partners or Es3 of any representation XXXXXXXXX or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.39.3, Section 6.59.5, Section 9.2, and ARTICLE VIII Article 8 hereof and ARTICLE Article X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Exchange and Acquisition Agreement (Royal Style Design Inc.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 9.01 hereof, written notice thereof shall forthwith be given by the terminating party Party to the other partyParty, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange this Agreement shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party Party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTDelta, Crown Partners or Es3 of any representation the Stockholder or warranty contained herein, such party Party shall be fully liable for any and all damages incurred or suffered by the other party Party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, 9.02 and ARTICLE VIII and ARTICLE X hereof (with the exception of Section 10.5 only) 8 and Section 10 shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Securities Exchange Agreement (Delta International Oil & Gas Inc.)

Procedure and Effect of Termination. (a) . In the event of termination of this Agreement pursuant to Section 9.1 hereof, written notice thereof shall forthwith be given by the terminating party to the other party, and, except as set forth below, this Agreement shall terminate and be void and have no effect and the Exchange shall be abandoned without any further action by the parties hereto; provided that, if such termination shall result from the failure of or agreement in this of any representation a party to perform a covenant, obligation or agreement in this Agreement or from the breach by NHTDGHG, Crown Partners or Es3 of any representation BANYAN or warranty contained herein, such party shall be fully liable for any and all damages incurred or suffered by the other party as a result of such failure or breach. The provisions of Section 6.3, Section 6.5, Section 9.2, and ARTICLE VIII Article 8 hereof and ARTICLE Article X hereof (with the exception of Section 10.5 only) shall survive the termination of this Agreement for any reason whatsoever.

Appears in 1 contract

Samples: Share Exchange and Acquisition Agreement (Diversified Global Holdings Group Inc.)

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