Remedies; Specific Performance. In the event that any Party shall fail or refuse to consummate the Contemplated Transactions or if any default under or breach of any representation, warranty, covenant or condition of this Agreement on the part of any Party (the “Defaulting Party”) shall have occurred that results in the failure to consummate the Contemplated Transactions, then in addition to the other remedies provided herein, the non-defaulting Party (the “Non-Defaulting Party”) shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 24 contracts
Samples: Agreement and Plan of Merger and Reorganization (Ds Healthcare Group, Inc.), Agreement and Plan of Merger and Reorganization (Brain Scientific Inc.), Agreement and Plan of Merger and Reorganization (Crownbutte Wind Power, Inc.)
Remedies; Specific Performance. In the event that any Party shall fail or refuse to consummate the Contemplated Transactions or if any default under or breach beach of any representation, warranty, covenant or condition of this Agreement on the part of any Party (the “Defaulting Party”) shall have occurred that results in the failure to consummate the Contemplated Transactions, then in addition to the other remedies provided herein, the non-defaulting Party (the “Non-Defaulting Party”) shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 23 contracts
Samples: Agreement and Plan of Merger and Reorganization (Anvex International, Inc.), Agreement and Plan of Merger and Reorganization (Lifeapps Digital Media Inc.), Share Exchange Agreement (Symbid Corp.)
Remedies; Specific Performance. In the event that any Party party shall fail or refuse to consummate the Contemplated Transactions or if any default under or breach beach of any representation, warranty, covenant or condition of this Agreement on the part of any Party party (the “"Defaulting Party”") shall have occurred that results in the failure to consummate the Contemplated Transactions, then in addition to the other remedies provided herein, the non-defaulting Party party (the “"Non-Defaulting Party”") shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s 's failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ ' fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 16 contracts
Samples: Agreement and Plan of Merger (Donobi Inc), Agreement and Plan of Merger (Advanced Id Corp), Agreement and Plan of Merger (Jill Kelly Productions Holding, Inc.)
Remedies; Specific Performance. In the event that any Party shall fail or refuse to consummate the Contemplated Transactions or if any default under or breach beach of any representation, warranty, covenant or condition of this Agreement on the part of any Party (the “"Defaulting Party”") shall have occurred that results in the failure to consummate the Contemplated Transactions, then in addition to the other remedies provided herein, the non-defaulting Party (the “"Non-Defaulting Party”") shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s 's failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ ' fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Aslahan Enterprises Ltd.), Agreement and Plan of Merger (High Tide Ventures, Inc.), Agreement and Plan of Merger and Reorganization (Alternative Energy Sources Inc)
Remedies; Specific Performance. In the event that any Party party shall fail ------------------------------- or refuse to consummate the Contemplated Transactions Merger or if any default under or breach beach of any representation, warranty, covenant or condition of this Agreement on the part of any Party party (the “"Defaulting Party”") shall have occurred that results in the failure to consummate the Contemplated TransactionsMerger, then in addition to the other remedies provided herein, the non-defaulting Party party (the “"Non-Defaulting Party”") shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s 's failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ ' fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 2 contracts
Samples: Merger Agreement (Delivery Now Corp), Merger Agreement (Delivery Now Corp)
Remedies; Specific Performance. In the event that any Party party shall fail or refuse to consummate the Contemplated Transactions transactions contemplated by this Agreement or if any default under or breach beach of any representation, warranty, covenant or condition of this Agreement on the part of any Party party (the “"Defaulting Party”") shall have occurred that results in the failure to consummate the Contemplated Transactionstransactions contemplated hereby, then in addition to the other remedies provided herein, the non-defaulting Party party (the “"Non-Defaulting Party”") shall be entitled to seek and obtain money damages from the Defaulting Party, Party or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that that, the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s 's failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ ' fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Ariel Way Inc), Stock Purchase Agreement (Elsinore Services Inc)
Remedies; Specific Performance. In the event that any Party shall fail or refuse to consummate the Contemplated Transactions Transaction, or if any default under or breach of any representation, warranty, covenant or condition of this Agreement on the part of any Party (the “Defaulting Party”) shall have occurred that results in the failure to consummate the Contemplated TransactionsTransaction, then in addition to the other remedies provided herein, the non-defaulting Party (the “Non-Defaulting Party”) shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Blue Star Foods Corp.), Purchase Agreement (Blue Star Foods Corp.)
Remedies; Specific Performance. In the event that any Party party shall fail or refuse to consummate the Contemplated Transactions transactions contemplated by this Agreement or if any default under or breach of any representation, warranty, covenant or condition of this Agreement on the part of any Party party (the “"Defaulting Party”") shall have occurred that results in the failure to consummate the Contemplated Transactionstransactions contemplated hereby, then in addition to the other remedies provided herein, the non-defaulting Party party (the “"Non-Defaulting Party”") shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s 's failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ ' fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Skylynx Communications Inc), Agreement and Plan of Reorganization (Omnilynx Communications Corp)
Remedies; Specific Performance. In the event that any Party party shall fail or refuse to consummate the Contemplated Transactions transactions contemplated by this Agreement or if any default under or breach of any representation, warranty, covenant or condition of this Agreement on the part of any Party party (the “"Defaulting Party”") shall have occurred that results in the failure to consummate the Contemplated Transactionstransactions contemplated hereby, then in addition to the other remedies provided herein, the non-defaulting Party party (the “"Non-Defaulting Party”") shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that that, the Non-Defaulting Party party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s 's failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ ' fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 1 contract
Remedies; Specific Performance. In the event that any Party party shall ------------------------------- fail or refuse to consummate the Contemplated Transactions or if any default under or breach beach of any representation, warranty, covenant or condition of this Agreement on the part of any Party party (the “"Defaulting Party”") shall have occurred that results in the failure to consummate the Contemplated Transactions, then in addition to the other remedies provided herein, the non-defaulting Party party (the “"Non-Defaulting Party”") shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s 's failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ ' fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 1 contract
Remedies; Specific Performance. In the event that any Party shall fail or refuse to consummate the Contemplated Transactions or if any default under or breach of any representation, warranty, covenant or condition of this Agreement on the part of any Party (the “Defaulting Party”) shall have occurred that results in the failure to consummate the Contemplated Transactions, then in addition to the other remedies provided herein, the non-defaulting Party (the “Non-Defaulting Party”) shall be entitled to seek and obtain money damages - 33 - from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 1 contract
Remedies; Specific Performance. In the event that any Party party shall fail or refuse to consummate the Contemplated Transactions transactions contemplated by this Agreement or if any default under or breach beach of any representation, warranty, covenant or condition of this Agreement on the part of any Party party (the “"Defaulting Party”") shall have occurred that results in the failure to consummate the Contemplated Transactionstransactions contemplated hereby, then in addition to the other remedies provided herein, the non-defaulting Party party (the “"Non-Defaulting Party”") shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s 's failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ ' fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 1 contract
Remedies; Specific Performance. In the event that any Party shall fail or refuse to consummate the Contemplated Transactions or if any default under or breach beach of any representation, warranty, covenant or condition of this Agreement on the part of any Party (the “'Defaulting Party”') shall have occurred that results in the failure to consummate the Contemplated Transactions, then in addition to the other remedies provided herein, the non-defaulting Party (the “'Non-Defaulting Party”') shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Confederate Motors, Inc.)
Remedies; Specific Performance. In the event that any Party shall fail or refuse to consummate the Contemplated Transactions transactions contemplated by this Agreement or if any default under or breach beach of any representation, warranty, covenant or condition of this Agreement on the part of any Party party (the “Defaulting Party”) shall have occurred that results in the failure to consummate the Contemplated TransactionsMerger, then in addition to the other remedies provided herein, the non-defaulting Party party (the “Non-Defaulting Party”) shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 1 contract
Samples: Agreement and Plan of Merger (NovaRay Medical, Inc.)
Remedies; Specific Performance. In the event that any Party party shall fail or refuse to consummate the Contemplated Transactions or if any default under or breach of any representation, warranty, covenant or condition of this Agreement on the part of any Party party (the “Defaulting Party”) shall have occurred that results in the failure to consummate the Contemplated Transactions, then in addition to the other remedies provided herein, the non-defaulting Party party (the “Non-Defaulting Party”) shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.. ARTICLE X
Appears in 1 contract
Samples: Share Exchange Agreement (Content Checked Holdings, Inc.)
Remedies; Specific Performance. In the event that any Party shall fail or refuse to consummate the Contemplated Transactions or if any default under or breach beach of any representation, warranty, covenant or condition of this Agreement on the part of any Party (the “Defaulting Party”) shall have occurred that results in the failure to consummate the Contemplated Transactions, then in addition to the other remedies provided herein, the non-defaulting Party (the “Non-Defaulting Party”) shall be entitled to seek and obtain money damages from the Defaulting Party, or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that the Non-Defaulting Party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.. ARTICLE IX
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Ethanex Energy, Inc.)
Remedies; Specific Performance. In the event that any Party party shall fail or refuse to consummate the Contemplated Transactions transactions contemplated by this Agreement or if any default under or breach beach of any representation, warranty, covenant or condition of this Agreement on the part of any Party party (the “"Defaulting Party”") shall have occurred that results in the failure to consummate the Contemplated Transactionstransactions contemplated hereby, then in addition to the other remedies provided herein, the non-defaulting Party party (the “"Non-Defaulting Party”") shall be entitled to seek and obtain money damages from the Defaulting Party, Party or may seek to obtain an order of specific performance thereof against the Defaulting Party from a court of competent jurisdiction, provided that that, the Non-Defaulting Party party seeking such protection must file its request with such court within forty-five (45) days after it becomes aware of the Defaulting Party’s 's failure, refusal, default or breach. In addition, the Non-Defaulting Party shall be entitled to obtain from the Defaulting Party court costs and reasonable attorneys’ ' fees incurred in connection with or in pursuit of enforcing the rights and remedies provided hereunder.
Appears in 1 contract
