Exclusivity of Indemnification Remedies. The parties acknowledge and agree that their sole and exclusive remedy with respect to any and all claims relating to the subject matter of this Agreement (whether in contract, statute, tort, including negligence or otherwise, but excluding any claim based upon fraud or any claim in the nature of fraud) shall be pursuant to the indemnification provisions set forth in this Section 6.
Exclusivity of Indemnification Remedies. The right to indemnification provided in this Section 14 is the exclusive remedy for inaccuracies in the representations and warranties set forth in Sections 3 and 4.
Exclusivity of Indemnification Remedies. The indemnification remedies and other remedies provided in this Section 7 shall be deemed to be exclusive. Accordingly, the exercise by any Person of any of its rights under this Section 7 shall be deemed to be an election of remedies and shall be deemed to prejudice, or to constitute or operate as a waiver of, any other right or remedy that such Person may be entitled to exercise (whether under this Agreement, under any other Contract, under any statute, rule or other Legal Requirement, at common law, in equity or otherwise), except for the exercise of subsequent remedies under this Section 7 and the exercise of remedies under any of the Transaction Documents.
Exclusivity of Indemnification Remedies. With the exception of breaches of Section 2.4 and claims based upon intentional misrepresentation or fraud, the right of the Indemnitees to assert claims for indemnification and to receive indemnification pursuant to this Section 4 shall, after the Closing, be the Indemnitees' sole and exclusive remedy for monetary Damages with respect to any breach of the representations, warranties and covenants contained in this Agreement. The exercise by any Person of any of its rights under this Section 4 shall not be deemed to be an election of remedies and shall not be deemed to prejudice, or to constitute or operate as a waiver of, any injunctive or other equitable right or remedy or relief that such Person may be entitled to exercise.
Exclusivity of Indemnification Remedies. Except for claims for common law fraud, each Party agrees that the indemnification provisions in this Section 9 shall be the sole and exclusive means for any Indemnified Party to collect any Damages for any claims relating to, resulting from or arising under this Agreement or any Transactional Agreement and under any theory of liability.
Exclusivity of Indemnification Remedies. The Buyer and the Sellers shall have no claim or cause of action, whether in contract, tort, under statute or otherwise, for monetary damages arising out of, or relating to, this Agreement apart from the right to indemnification pursuant to this Section 11 other than claims or causes of action based on fraud.
Exclusivity of Indemnification Remedies. The Purchaser Indemnitees and IDA Xxxemnitees, as applicable, shall have no claim or cause of action, whether in contract, tort, under statute or otherwise, for monetary damages arising out of, or relating to, this Agreement apart from the right to indemnification pursuant to this Section 10, other than claims or causes of action based on fraud.
Exclusivity of Indemnification Remedies. The indemnification remedies and other remedies provided in this Section 9 shall be deemed to be exclusive.
Exclusivity of Indemnification Remedies. 25 10. POST-CLOSING COVENANTS..................................................................................25 10.1 TECHNOLOGY TRANSFER............................................................................25 10.2 TECHNICAL SUPPORT FROM SELLER..................................................................26 10.3 TECHNICAL SUPPORT FROM PURCHASER...............................................................26 10.4 SELLER'S AUDIT RIGHTS..........................................................................27
Exclusivity of Indemnification Remedies. The indemnification and other remedies provided in this Section 9 shall be exclusive; provided, however, that each party reserves its rights to seek equitable relief that may be available to it, including without limitation specific performance.
