Common use of Sole and Exclusive Remedy Clause in Contracts

Sole and Exclusive Remedy. Seller and Buyer each acknowledge and agree that prior to the Closing, such party’s sole and exclusive remedy with respect to any and all claims made prior to the Closing for any breach or liability under this Agreement or otherwise relating to the subject matter of this Agreement and the transactions contemplated hereby shall be solely in accordance with, and limited to, Sections 11.1, 11.2 and 11.3. The foregoing shall in no manner limit the rights and obligations of the parties provided in ARTICLE X from and after the Closing. In addition, in no event shall the provisions of this ARTICLE XI limit the non-prevailing party’s obligation to pay the prevailing party’s attorneys’ fees and costs pursuant to Section 12.14 hereof.

Appears in 4 contracts

Samples: Purchase and Sale Agreement (Cornerstone Healthcare Plus Reit, Inc.), Purchase and Sale Agreement (Sentio Healthcare Properties Inc), Purchase and Sale Agreement (Cornerstone Healthcare Plus Reit, Inc.)

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Sole and Exclusive Remedy. Seller and Buyer each acknowledge and agree that prior to the Closing, such party’s sole and exclusive remedy with respect to any and all claims made prior to the Closing for any breach or liability under this Agreement or otherwise relating to the subject matter of this Agreement and the transactions contemplated hereby shall be solely in accordance with, and limited to, Sections 2.4, 11.1, 11.2 and 11.3. The foregoing shall in no manner limit the rights and obligations of the parties provided in ARTICLE X from and after the Closing. In addition, in no event shall the provisions of this ARTICLE XI limit the non-prevailing party’s obligation to pay the prevailing party’s attorneys’ fees and costs pursuant to Section 12.14 hereof.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Sentio Healthcare Properties Inc), Purchase and Sale Agreement (Cornerstone Growth & Income REIT, Inc.), Purchase and Sale Agreement (Sentio Healthcare Properties Inc)

Sole and Exclusive Remedy. Seller and Buyer each acknowledge and agree that prior to the Closing, such party’s sole and exclusive remedy with respect to any and all claims made prior to the Closing for any breach or liability under this Agreement or otherwise relating to the subject matter of this Agreement and the transactions contemplated hereby shall be solely in accordance with, and limited to, Sections 2.4, 11.1, 11.2 and 11.3. The foregoing shall in no manner limit the rights and obligations of the parties provided in ARTICLE X from and after the Closing. In addition, in no event shall the provisions of this ARTICLE XI limit the non-prevailing party’s obligation to pay the prevailing party’s attorneys’ fees and costs pursuant to Section 12.14 12.16 hereof.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Sentio Healthcare Properties Inc), Purchase and Sale Agreement (Sentio Healthcare Properties Inc)

Sole and Exclusive Remedy. Seller Sellers and Buyer Purchaser each acknowledge and agree that prior to the Closing, such party’s sole and exclusive remedy with respect to any and all claims made prior to the Closing for any breach or liability under this Agreement or otherwise relating to the subject matter of this Agreement and the transactions contemplated hereby shall be solely in accordance with, and limited to, Sections 11.1, 11.2 to Section 9.1 and 11.3Section 9.2. The foregoing shall in no manner limit the rights and obligations of the parties provided in ARTICLE X 8 from and after the Closing. In addition, in no event shall the provisions of this ARTICLE XI 11 limit the non-prevailing party’s obligation to pay the prevailing party’s attorneys’ fees and costs pursuant to Section 12.14 10.13 hereof.

Appears in 1 contract

Samples: Asset Purchase Agreement (American Realty Capital Healthcare Trust II, Inc.)

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Sole and Exclusive Remedy. Seller and Buyer each acknowledge and agree that prior to the Closing, such party’s sole and exclusive remedy with respect to any and all claims made prior to the Closing for any breach or liability under this Agreement or otherwise relating to the subject matter of this Agreement and the transactions contemplated hereby shall be solely in accordance with, and limited to, Sections Section 2.4, Section 11.1, Section 11.2 and Section 11.3. The foregoing shall in no manner limit the rights and obligations of the parties provided in ARTICLE X from and after the Closing. In addition, in no event shall the provisions of this ARTICLE XI limit the non-prevailing party’s obligation to pay the prevailing party’s attorneys’ fees and costs pursuant to Section 12.14 hereof.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Sentio Healthcare Properties Inc)

Sole and Exclusive Remedy. Seller and Buyer each acknowledge and agree that prior to the Closing, such party’s sole and exclusive remedy with respect to any and all claims made prior to the Closing for any breach or liability under this Agreement or otherwise relating to the subject matter of this Agreement and the transactions contemplated hereby shall be solely in accordance with, and limited to, Sections 11.1, 11.2 and 11.3. The foregoing shall in no manner limit the rights and obligations of the parties provided in ARTICLE X from and after the ClosingClosing which the parties each acknowledge and agree constitute each such party’s sole and exclusive remedy with respect to any and all claims made following the Closing for any breach or liability under this Agreement. In addition, in no event shall the provisions of this ARTICLE XI limit the non-prevailing party’s obligation to pay the prevailing party’s attorneys’ fees and costs pursuant to Section 12.14 hereof.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Cornerstone Growth & Income REIT, Inc.)

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