Remedies in the Event of Breach. The Corporation and the Advisor understand ------------------------------- and agree that any breach or threatened breach by the Corporation or the Advisor of any of the provisions set forth in Section 4 and 5, cannot be remedied solely by the recovery of damages, and in the event of any such breach or threatened breach, the Corporation and the Advisor, as the case may be, shall be entitled to seek injunctive relief, restraining the Advisor or the Corporation, as the case may be, and any business, firm, corporation, individual, or other entity participating in such breach or attempted breach from engaging in any activity which would constitute a breach. The Corporation and the Advisor further agree that any dispute arising under the terms of this Agreement, other than a dispute that would be remedied by injunctive relief, shall be decided in accordance with the then current rules of the American Arbitration Association, and any arbitration award may be entered in a court of competent jurisdiction and enforced as a judgment thereof. Any such arbitration shall be heard at an appropriate location in the City of New York. Nothing herein, however, shall be construed as prohibiting the Corporation or the Advisor from pursuing, in conjunction with an injunction or otherwise, any other remedies available in equity for any such breach or threatened breach, including the recovery of damages.
Remedies in the Event of Breach. If the Company determines that Employee is not in compliance with the agreements and covenants set forth in Section 13 above, and such non-compliance has not been authorized in advance in a specific written waiver from the Company, the Committee may, without limiting other remedies that may be available to the Company, cause all or any portion of the Award to be forfeited, whether or not previously vested, and may require Employee to remit or deliver to the Company the amount of any consideration received by Employee upon the sale of any Shares delivered under the Award. Employee acknowledges and agrees that the calculation of damages from a breach of the foregoing agreements and covenants would be difficult to calculate accurately and that the remedies provided for herein are reasonable and not a penalty. Employee further agrees not to challenge the reasonableness of this provision even if the Company rescinds or withholds the delivery of Shares hereunder or withholds any amount otherwise payable to Employee as an offset to effectuate the foregoing.
Remedies in the Event of Breach. 12. In recognition of the irreparable harm that a violation of this Agreement would cause the Employer, the Employee agrees that in addition to any other relief afforded by law, an injunction against such violation or violations may be issued against him and every other person connected thereby and the parties acknowledge that both damages and injunctive relief shall be proper modes of relief and are not to be considered alternative remedies.
Remedies in the Event of Breach. Non-Exchange Entity hereby recognizes that irreparable harm will result to MHBE, and to the business of MHBE, in the event of breach by Non- Exchange Entity of any of the covenants and assurances contained in this Agreement. As such, in the event of breach of any of the covenants and assurances contained in Sections C or D above, MHBE shall be entitled to enjoin and restrain Non-Exchange Entity from any continued violation of Sections C or D. Furthermore, in the event of breach of Sections C or D by Non-Exchange Entity, MHBE is entitled to reimbursement and indemnification from Non-Exchange Entity for MHBE’s reasonable attorneys’ fees and expenses and costs that were reasonably incurred as a proximate result of Non-Exchange Entity’s breach. The remedies contained in this Section G shall be in addition to, not in lieu of, any action for damages and/or any other remedy MHBE may have for breach of any part of this Agreement or the Underlying Agreement or which may be available to MHBE at law or in equity.
Remedies in the Event of Breach. Enrollment Assister hereby recognizes that irreparable harm will result to PHIEA, and to the business of PHIEA, in the event of a breach by Enrollment Assister of any of the covenants and assurances contained in this Agreement. As such, in the event of breach of any of the covenants and assurances contained herein, PHIEA shall be entitled to enjoin and restrain Enrollment Assister from any continued violation. Enrollment Assister shall reimburse and indemnify PHIEA from actual losses incurred as a result of Enrollment Assister’s breach, including PHIEA’s reasonable attorneys’ fees, expenses, and costs that were reasonably incurred as a proximate result of Enrollment Assister’s breach. The remedies contained in this Section shall be in addition to, not in lieu of, any action for damages and/or any other remedy PHIEA may have for breach of any part of this Agreement or which may be available to PHIEA at law or in equity.
Remedies in the Event of Breach. Notwithstanding the foregoing, if either Party breaches this Agreement, the Party determined to be in breach shall be liable for all expenses, including reasonable counsel fees, incurred by the non-breaching party through actions reasonably undertaken by such party due to the actions of the breaching Party.
Remedies in the Event of Breach. If the Company determines that the undersigned is not in compliance with the agreements and covenants set forth in Section 13 above, and such non-compliance has not been authorized in advance in a specific written waiver from the Company, the Committee may, without limiting other remedies that may be available to the Company, cause all or any portion of the Award to be forfeited, whether or not previously vested, and may require the undersigned to remit or deliver to the Company the amount of any consideration received by the undersigned upon the sale of any Shares delivered under the Award. The undersigned acknowledges and agrees that the calculation of damages from a breach of the foregoing agreements and covenants would be difficult to calculate accurately and that the remedies provided for herein are reasonable and not a penalty. The undersigned further agrees not to challenge the reasonableness of this provision even if the Company rescinds or withholds the delivery of Shares hereunder or withholds any amount otherwise payable to the undersigned as an offset to effectuate the foregoing. Very truly yours, [Name of Executive] The foregoing Restricted Stock Award Agreement is hereby accepted: COMFORT SYSTEMS USA, INC. By: Signature Xxxxx XxXxxxx Its: General Counsel and Secretary
Remedies in the Event of Breach. 1. In no event shall any party to this action have any continuing rights in this action against the State or City Board Defendants other than a claim for specific performance, in the event of a breach of this Agreement.
Remedies in the Event of Breach. Notwithstanding the terms of this Section 10, nothing in this Agreement will preclude either party from declaring the other party to be in breach of its performance obligations under this Agreement if such party fails to cure any material breach within thirty (30) days after notice thereof from the other party. Upon a declaration of breach, (a) the non-breaching party may seek recovery of monetary damages from the breaching party in a court of applicable jurisdiction; and (b) if PHC is the non-breaching party, PHC may withhold delivery of any outstanding Purchase Orders and otherwise suspend its performance under this Agreement without liability until such breach is remedied by Eden. PHC’s failure to fulfill any outstanding Purchase Orders or to supply Compositions to Eden, or PHC’s suspension of its performance under this Agreement, due to Eden’s uncured material breach shall not constitute a Failure of Supply.
Remedies in the Event of Breach. Application Assister hereby recognizes that irreparable harm will result to Georgia Access, and to the business of Georgia Access, in the event of a breach by Application Assister of any of the covenants and assurances contained in this Agreement. As such, in the event of breach of any of the covenants and assurances contained herein, Georgia Access shall be entitled to enjoin and restrain Application Assister from any continued violation. Application Assister shall reimburse and indemnify Georgia Access from actual losses incurred as a result of Application Xxxxxxxx’s breach, including Georgia Access’s reasonable attorneys’ fees, expenses, and costs that were reasonably incurred as a proximate result of Application Xxxxxxxx’s breach. The remedies contained in this Section shall be in addition to, not in lieu of, any action for damages and any other remedy Georgia Access may have for breach of any part of this Agreement or which may be available to Georgia Access at law or in equity.
