Common use of Liability Upon Termination Clause in Contracts

Liability Upon Termination. If this Agreement shall be terminated pursuant to Section 8 hereof, the Company shall not then be under any liability to any Underwriter except as provided in Sections 5 and 7 hereof; but, if for any other reason, the Certificates are not delivered by or on behalf of the Company as provided herein, because the Company fails to satisfy any of the conditions set forth in Section 4 hereof or because of any refusal, inability or failure of the Company to perform any agreement herein or to comply with any provision hereof, other than by reason of a default by the Underwriters, the Company will reimburse the Underwriters for all out-of-pocket expenses, including fees and disbursements of counsel, reasonably incurred by the Underwriters in making preparations for the purchase, sale and delivery of such Certificates, but the Company shall then be under no further liability to any Underwriter with respect to such Certificates except as provided in Section 5 and Section 7 hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Delta Air Lines Inc /De/), Underwriting Agreement (Delta Air Lines Inc /De/), Underwriting Agreement (Delta Air Lines Inc /De/)

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Liability Upon Termination. If this Agreement shall be terminated pursuant to Section 8 or 9 hereof, the Company shall not then be under any liability to any Underwriter except as provided in Sections 5 and 7 hereof; but, if for any other reason, the Certificates Securities are not delivered by or on behalf of the Company as provided herein, because the Company fails to satisfy any of the conditions set forth in Section 4 6 hereof or because of any refusal, inability or failure of the Company to perform any agreement herein or to comply with any provision hereof, other than by reason of a default by the Underwriters, the Company will reimburse the Underwriters for all out-of-pocket expenses, including fees and disbursements of counsel, reasonably incurred by the Underwriters in making preparations for the purchase, sale and delivery of such Certificates, but the Company shall then be under no further liability to any Underwriter with respect to such Certificates except as provided in Section 5 and Section 7 hereofSecurities.

Appears in 3 contracts

Samples: Underwriting Agreement (Spirit Airlines, Inc.), Underwriting Agreement (Spirit Airlines, Inc.), Underwriting Agreement (Spirit Airlines, Inc.)

Liability Upon Termination. If this Agreement shall be terminated pursuant to Section 8 or 9 hereof, the Company shall not then be under any liability to any Underwriter except as provided in Sections 5 and 7 hereof; but, if for any other reason, the Certificates are not delivered by or on behalf of the Company as provided herein, because the Company fails to satisfy any of the conditions set forth in Section 4 hereof or because of any refusal, inability or failure of the Company to perform any agreement herein or to comply with any provision hereof, other than by reason of a default by the Underwriters, the Company will reimburse the Underwriters for all out-of-pocket expenses, including fees and disbursements of counsel, reasonably incurred by the Underwriters in making preparations for the purchase, sale and delivery of such Certificates, but the Company shall then be under no further liability to any Underwriter with respect to such Certificates except as provided in Section 5 and Section 7 hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Spirit Airlines, Inc.), Underwriting Agreement (Spirit Airlines, Inc.), Underwriting Agreement (Delta Air Lines Inc /De/)

Liability Upon Termination. If this Agreement shall be terminated pursuant to Section 8 hereof, the Company shall not then be under any liability to any Underwriter except as provided in Sections 5 and 7 hereof; but, if for any other reason, the Certificates are not delivered by or on behalf of the Company as provided herein, because the Company fails to satisfy any of the conditions set forth in Section 4 hereof or because of any refusal, inability or failure of the Company to perform any agreement herein or to comply with any provision hereof, other than by reason of a default by the Underwriters, the Company will reimburse the Underwriters for all out-of-pocket expensesexpenses approved in writing by the Underwriters, including fees and disbursements of counsel, reasonably incurred by the Underwriters in making preparations for the purchase, sale and delivery of such Certificates, but the Company shall then be under no further liability to any Underwriter with respect to such Certificates except as provided in Section 5 and Section 7 hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Delta Air Lines Inc /De/), Underwriting Agreement (Delta Air Lines Inc /De/)

Liability Upon Termination. If this Agreement shall be terminated pursuant to Section 8 or 9 hereof, the Company shall not then be under any liability to any Underwriter except as provided in Sections 5 and 7 hereof; but, if for any other reason, the Certificates are not delivered by or on behalf of the Company as provided herein, because the Company fails to satisfy any of the conditions set forth in Section 4 hereof or because of any refusal, inability or failure of the Company to perform any agreement herein or to comply with any provision hereof, other than by reason of a default by the Underwriters, the Company will reimburse the Underwriters for all out-of-pocket expenses, including fees and disbursements of counsel, reasonably incurred by the Underwriters in making preparations for the purchase, sale and delivery of such Certificates, but the Company shall then be under no further liability to any Underwriter with respect to such Certificates except as provided in Section Sections 5 and Section 7 hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Delta Air Lines Inc /De/)

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Liability Upon Termination. If this Agreement shall be terminated pursuant to Section 8 hereof, the Company shall not then be under any liability to any the Underwriter except as provided in Sections Section 5 (to the extent limited by Section 8) and Section 7 hereof; but, but if for any other reason, reason the Certificates are not delivered by or on behalf of the Company as provided herein, because the Company fails to satisfy any of the conditions set forth in Section 4 hereof or because of any refusal, inability or failure of the Company to perform any agreement herein or to comply with any provision hereof, other than by reason of a default by the UnderwritersUnderwriter, the Company will reimburse the Underwriters Underwriter for all out-of-pocket expenses, including fees and disbursements of counsel, reasonably incurred by the Underwriters Underwriter in making preparations for the purchase, sale and delivery of such Certificates, but the Company shall then be under no further liability to any the Underwriter with respect to such Certificates except as provided in Section 5 and Section 7 hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Delta Air Lines Inc /De/)

Liability Upon Termination. If this Agreement shall be terminated pursuant to Section 8 4 or 10 hereof, the Company shall not then be under any liability to any Underwriter except as provided in Sections 5 5, 7 and 7 8 hereof; but, if for any other reason, the Certificates are not delivered by or on behalf of the Company as provided herein, because the Company fails to satisfy any of the conditions set forth in Section 4 hereof or because of any refusal, inability or failure of the Company to perform any agreement herein or to comply with any provision hereof, other than by reason of a default by the Underwriters, the Company will reimburse the Underwriters for all out-of-pocket expenses, including fees and disbursements of counsel, reasonably incurred by the Underwriters in making preparations for the purchase, sale and delivery of such Certificates, but the Company shall then be under no further liability to any Underwriter with respect to such Certificates except as provided in Section 5 Sections 5, 7 and Section 7 8 hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Fedex Corp)

Liability Upon Termination. If this Agreement shall be terminated pursuant to Section 8 or 9 hereof, the Company shall not then be under any liability to any Underwriter except as provided in Sections 5 and 7 hereof; but, if for any other reason, the Certificates are not delivered by or on behalf of the Company as provided herein, because the Company fails to satisfy any of the conditions set forth in Section 4 hereof or because of any refusal, inability or failure of the Company to perform any agreement herein or to comply with any provision hereof, other than by reason of a default by the Underwriters, the Company will reimburse the Underwriters for all out-of-pocket expenses, including fees and disbursements of counsel, reasonably incurred by the Underwriters in making preparations for the purchase, sale and delivery of such Certificates, but the Company shall then be under no further liability to any Underwriter with respect to such Certificates except as provided in Section Sections 5 and Section 7 hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Delta Air Lines, Inc.)

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