Common use of Procedure Upon Termination and Consequences Clause in Contracts

Procedure Upon Termination and Consequences. The Acquirer Parties or Contributor may terminate this Agreement when permitted pursuant to Section 7.1 by delivering written notice of such termination to the other Party, and such termination shall be effective upon delivery of such notice in accordance with Section 9.3. If this Agreement is terminated as provided herein, (i) this Agreement shall forthwith become void, except that Section 1.1 (Definitions), Section 5.7 (Confidentiality), this Section 7.2 (Procedure Upon Termination and Consequences), Section 8.5(f) and Article IX (Miscellaneous) shall survive such termination. Except as set forth in the following sentence, such termination shall be the sole remedy of the Parties with respect to breaches of any covenant, agreement, representation or warranty contained in this Agreement and none of the Parties, their Affiliates or any of their respective Representatives, as the case may be, shall have any liability or further obligation to any other Party except with respect to the confidentiality obligations set forth in Section 5.7, which shall survive the termination of this Agreement in accordance with the terms thereof, including with respect to Confidential Information that is subject thereto. Notwithstanding the foregoing, (x) in the event of a termination by the Acquirer Parties pursuant to Section 7.1(b) (under circumstances where Contributor would have been unable to terminate this Agreement pursuant to Section 7.1(b)) or Section 7.1(c), such termination shall not relieve Contributor from liability for any breach of this Agreement or (y) by Contributor pursuant to Section 7.1(b) (under circumstances where the Acquirer Parties would have been unable to terminate this Agreement pursuant to Section 7.1(b)) or Section 7.1(d), such termination shall not relieve the Acquirer Parties from liability for any breach of this Agreement, and any Party not in breach of this Agreement shall have the right (whether or not this Agreement is terminated) to bring an Action for specific performance and to assert all other rights and remedies, and (subject to Section 8.5(f) hereof) recover all damages, available to it at law or in equity.

Procedure Upon Termination and Consequences. The Acquirer Parties (a) Buyer and BHE, on the one hand, or Contributor Seller and DEI, on the other hand, may terminate this Agreement when permitted pursuant to Section 7.1 9.1 by delivering written notice of such termination to the other Party, and such termination shall be effective upon delivery of such notice in accordance with Section 9.311.3. If this Agreement is terminated as provided herein, (i) this Agreement shall forthwith become void, except that Section 1.1 (Definitions), Section 5.7 1.2 (Terms Generally), Section 5.1 (Confidentiality), this Section 7.2 9.2 (Procedure Upon Termination and Consequences), Section 8.5(f) and Article IX XI (Miscellaneous) shall survive such termination. Except as set forth in the following sentencesentence and in Section 9.2(b), such termination shall be the sole remedy of the Parties with respect to breaches of any covenant, agreement, representation or warranty contained in this Agreement and none of the Parties, their respective Affiliates or any of their respective Representativesstockholders, members, partners, managers, officers, directors, employees, consultants, agents or representatives, as the case may be, shall have any liability or further obligation to any other Party except with respect to the confidentiality obligations set forth in Section 5.7Existing Partnership Agreement, which shall survive the termination of this Agreement in accordance with the terms thereof, including with respect to Confidential Information that is subject theretotheir terms. Notwithstanding the foregoing, subject to Section 9.2(b), (x1) in the event of a termination by the Acquirer Parties pursuant to Section 7.1(b) (under circumstances where Contributor would have been unable to terminate this Agreement pursuant to Section 7.1(b)) or Section 7.1(c), such termination shall not relieve Contributor from liability for any breach of this Agreement or (y) by Contributor pursuant to Section 7.1(b) (under circumstances where the Acquirer Parties would have been unable to terminate this Agreement pursuant to Section 7.1(b)) or Section 7.1(d)termination, such termination shall not relieve the Acquirer Parties from liability for any breach of this Agreement, and any Party not in material breach of this Agreement prior to such termination that gave rise to the failure of a condition set forth in Article VI or Article VII, as applicable, or Fraud, and (2) any Party shall have the right (whether or not this Agreement is terminated) to bring an Action for specific performance and in addition to assert all any other rights and remedies, and (subject to Section 8.5(f) hereof) recover all damages, remedies available to it at law or in equity.

Procedure Upon Termination and Consequences. The Acquirer Parties or the Contributor Parties may terminate this Agreement when permitted pursuant to Section 7.1 by delivering written notice of such termination to the other PartyParties, and such termination shall be effective upon delivery of such notice in accordance with Section 9.3. If this Agreement is terminated as provided herein, (i) this Agreement shall forthwith become void, except that Section 1.1 (Definitions), Section 5.7 (ConfidentialityConfidentiality Agreement), this Section 7.2 (Procedure Upon Termination and Consequences), Section 8.5(f) and Article IX (Miscellaneous) shall survive such termination. Except as set forth in the following sentence, such termination shall be the sole remedy of the Parties with respect to breaches of any covenant, agreement, representation or warranty contained in this Agreement and none of the Parties, their Affiliates or any of their respective Representatives, as the case may be, shall have any liability or further obligation to any other Party except with respect to the confidentiality obligations set forth in Section 5.7Confidentiality Agreement, which shall survive the termination of this Agreement in accordance with the terms thereofits terms, including with respect to Confidential Information information that is subject theretoto the Confidentiality Agreement pursuant to this Agreement. Notwithstanding the foregoing, (x) in the event of a termination by the Acquirer Parties pursuant to Section 7.1(b) (under circumstances where the Contributor Parties would have been unable to terminate this Agreement pursuant to Section 7.1(b)) or Section 7.1(c), such termination shall not relieve any Contributor Party from liability for any breach of this Agreement or (y) by the Contributor Parties pursuant to Section 7.1(b) (under circumstances where the Acquirer Parties would have been unable to terminate this Agreement pursuant to Section 7.1(b)) or Section 7.1(d), such termination shall not relieve the Acquirer Parties from liability for any breach of this Agreement, and . Nothing in this Section 7.2 shall be deemed to impair the right of any Party not in breach of this Agreement shall have the right (whether or not this Agreement is terminated) to bring an Action for specific performance and to assert all other rights and remedies, and (subject to Section 8.5(f) hereof) recover all damages, available to it at law or in equity.