Common use of Sole Remedy Clause in Contracts

Sole Remedy. After the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except as is provided in this Article VIII (other than claims or causes of action arising from fraud, and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 13 contracts

Samples: Purchase and Sale Agreement (CNX Midstream Partners LP), Contribution, Conveyance and Assumption Agreement, Contribution Agreement (CONE Midstream Partners LP)

AutoNDA by SimpleDocs

Sole Remedy. After the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except as is provided in this Article VIII (other than claims or causes of action arising from fraud, and other than claims for specific performance or claims arising under any Transaction Documents (other than this Agreement) (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 11 contracts

Samples: Contribution, Conveyance and Assumption Agreement, Contribution, Conveyance and Assumption Agreement (Alon USA Energy, Inc.), Purchase and Sale Agreement

Sole Remedy. After the Closing, no Party No party shall have liability under this Agreement or the transactions contemplated hereby except as is provided in Article VI or this Article VIII (other than claims or causes of action arising from fraud, and other than claims for specific performance fraud or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)willful misconduct).

Appears in 10 contracts

Samples: Purchase and Sale Agreement (Shell Midstream Partners, L.P.), Contribution Agreement (Shell Midstream Partners, L.P.), Contribution Agreement (Oasis Petroleum Inc.)

Sole Remedy. After the Closing, no Party party shall have liability under this Agreement or the transactions contemplated hereby Transactions except as is provided in this Article VIII VII (other than claims or causes of action arising from fraud, ) and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to as set forth in the liability provisions of such Transaction Documents))Omnibus Agreement.

Appears in 9 contracts

Samples: Contribution, Conveyance and Assumption Agreement (Exterran Holdings Inc.), Contribution, Conveyance and Assumption Agreement (Archrock Partners, L.P.), Contribution, Conveyance and Assumption Agreement (Exterran Partners, L.P.)

Sole Remedy. After the Closing, no Party party shall have liability under this Agreement or the transactions contemplated hereby Transactions except as is provided in this Article VIII VII (other than claims or causes of action arising from fraud, and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 5 contracts

Samples: Conveyance and Assumption Agreement (Exterran Holdings Inc.), Contribution, Conveyance and Assumption Agreement (Exterran Partners, L.P.), Conveyance and Assumption Agreement (Universal Compression Partners, L.P.)

Sole Remedy. After Following the Closing, no Party shall have any liability under this Agreement or the transactions contemplated hereby or thereby except as is provided in this Article VIII 6 (other than claims or causes of action arising from actual fraud, and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 3 contracts

Samples: Contribution Agreement (CST Brands, Inc.), Contribution Agreement (CrossAmerica Partners LP), Contribution Agreement (CST Brands, Inc.)

Sole Remedy. After the Closing, no Party shall have any liability to any other Party under this Agreement or the transactions contemplated hereby except as is provided in ARTICLE VII or this Article VIII ARTICLE X (other than claims or causes of action arising from actual fraud, and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 2 contracts

Samples: Contribution Agreement (El Paso Pipeline Partners, L.P.), Contribution Agreement

Sole Remedy. After the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except as is provided in this Article VIII (VIII, other than claims or causes of action arising from fraud, and other than claims for specific performance or claims arising under any Transaction Documents or Prior Transaction Documents (which claims shall be subject to the liability provisions of such Transaction DocumentsDocuments or Prior Transaction Documents (with respect to the Prior Contribution Agreement, as modified by this Agreement)).

Appears in 2 contracts

Samples: Assignment and Assumption of Note, Contribution, Conveyance and Assumption Agreement (Phillips 66 Partners Lp)

Sole Remedy. After the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except as is provided in this Article VIII (other than claims or causes of action arising from fraud, fraud and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)performance).

Appears in 2 contracts

Samples: Contribution, Conveyance and Assumption Agreement (Phillips 66 Partners Lp), Contribution, Conveyance and Assumption Agreement

Sole Remedy. After Following the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except (a) as is provided in ARTICLE 8 or this Article VIII ARTICLE 10 or (other than b) claims or causes of action actions arising from fraud, and other than claims for specific performance fraud or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents))willful misconduct.

Appears in 2 contracts

Samples: Formation and Contribution Agreement (Phillips 66 Partners Lp), Formation and Contribution Agreement

Sole Remedy. After the Closing, no Party shall have any liability to any other Party under this Agreement or the transactions contemplated hereby except as is provided in ARTICLE IX INVESTIGATION; LIMITATIONS or this Article VIII ARTICLE X INDEMNIFICATION (other than claims or causes of action arising from actual fraud, and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 2 contracts

Samples: Contribution Agreement, Contribution Agreement (Marlin Midstream Partners, LP)

Sole Remedy. After Following the Closing, no Party shall have any liability under this Agreement or the transactions contemplated hereby or thereby except as is provided in this Article VIII 7 (other than claims or causes of action arising from fraud, and other than claims for specific performance actual fraud or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)willful misconduct).

Appears in 1 contract

Samples: Real Estate Contribution Agreement (CrossAmerica Partners LP)

Sole Remedy. After the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except (i) as is provided in this Article VIII IX (other than claims or causes of action arising from fraud, ); and other than claims for specific performance or claims arising (ii) with respect to PSX and its obligations under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents))Section 6.6 and SE Corp and its obligations under Section 6.7.

Appears in 1 contract

Samples: Contribution Agreement (Spectra Energy Corp.)

Sole Remedy. After the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except as is provided in this Article ARTICLE VIII (other than claims or causes of action arising from fraud, and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 1 contract

Samples: Contribution Agreement (Noble Midstream Partners LP)

AutoNDA by SimpleDocs

Sole Remedy. After the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby Transaction except as is provided in this Article VIII VII (other than claims or causes of action arising from fraudFraud, and other than claims for specific performance or claims arising under any Transaction Documents (other than this Agreement) (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 1 contract

Samples: Assignment and Assumption Agreement (USD Partners LP)

Sole Remedy. After the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except as is provided in this Article VIII (VIII, other than claims or causes of action arising from fraud, and other than claims for specific US-DOCS\70615498.10 performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 1 contract

Samples: Shared Services Agreement (Phillips 66 Partners Lp)

Sole Remedy. After Following the Closing, no Party shall have liability under this Agreement or with respect to the transactions contemplated hereby herein, except (a) for claims arising from a Party’s actual common law fraud with intent to deceive in connection with the transactions contemplated by this Agreement or (b) as is provided in Article 8 or this Article VIII (other than claims or causes of action arising from fraud, and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents))10.

Appears in 1 contract

Samples: Asset Purchase Agreement (Halcon Resources Corp)

Sole Remedy. After Following the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except (a) as is provided in Article 8, this Article VIII 10 or (other than b) claims or causes of action actions arising from fraud, and other than claims for specific performance fraud or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents))willful misconduct.

Appears in 1 contract

Samples: Formation and Contribution Agreement (Petrohawk Energy Corp)

Sole Remedy. After Following the Closing, no Party party shall have liability under this Agreement or the transactions contemplated hereby except as is provided in Article VI or this Article VIII (other than claims or causes of action arising from fraud, and other than claims for specific performance fraud or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)willful misconduct).

Appears in 1 contract

Samples: Contribution Agreement (Shell Midstream Partners, L.P.)

Sole Remedy. After the Closing, no Party party shall have liability under this Restated Agreement or the transactions contemplated hereby Transactions except as is provided in this Article VIII VII (other than claims or causes of action arising from fraud, and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 1 contract

Samples: Contribution, Conveyance and Assumption Agreement (Universal Compression Holdings Inc)

Sole Remedy. After the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except as is provided in this Article VIII VII (other than claims or causes of action arising from fraud, and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 1 contract

Samples: Asset Purchase Agreement (Green Plains Partners LP)

Sole Remedy. After the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except as is provided in this Article VIII (other than claims or causes of action arising from fraud, and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 1 contract

Samples: Operational Services Agreement (Phillips 66 Partners Lp)

Sole Remedy. After the Closing, no Party shall have liability under this Agreement or the transactions contemplated hereby except as is provided in this Article VIII (VIII, other than claims or causes of action arising from fraud, and other than claims for specific performance or claims arising under any Transaction Documents (which claims shall be subject to the liability provisions of such Transaction Documents)).

Appears in 1 contract

Samples: Contribution, Conveyance and Assumption Agreement

Time is Money Join Law Insider Premium to draft better contracts faster.