Common use of No Recourse; Waiver of Claims Clause in Contracts

No Recourse; Waiver of Claims. Notwithstanding anything herein to the contrary, Seller, on behalf of itself and its Affiliates, hereby waives any rights or claims against any Lender in connection with this Agreement, the Purchaser Financing or the Financing Commitment, whether at law or equity, in contract, in tort or otherwise, and Seller, on behalf of itself and its Affiliates, agrees not to commence a proceeding against any Lender in connection with this Agreement or the transactions contemplated hereunder (including any proceeding relating to the Purchaser Financing or the Financing Commitment). In furtherance and not in limitation of the foregoing waiver, it is agreed that no Lender shall have any liability for any claims, losses, settlements, liabilities, damages, costs, expenses, fines or penalties to Seller or its Affiliates, in connection with this Agreement or the transactions contemplated hereunder. Nothing in this Section 12.12 shall in any way (a) expand the circumstances in which Purchaser may be liable under this Agreement or as a result of the transactions contemplated hereby (including as a result of the Purchaser Financing) or (b) limit or qualify the obligations and liabilities of the parties to the Financing Commitment or the definitive financing agreements to each other thereunder or in connection therewith. [Signature Page Follows]

Appears in 2 contracts

Samples: Securities Purchase Agreement (BATS Global Markets, Inc.), Securities Purchase Agreement (KCG Holdings, Inc.)

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No Recourse; Waiver of Claims. Notwithstanding anything herein to the contrary, Seller, the Company (on behalf of itself and its Subsidiaries, stockholders, Affiliates, officers, directors, employees and Representatives) hereby waives any rights or claims against any Lender Financing Source Party in connection with this Agreement, the Purchaser Financing Commitment Letter or the Financing CommitmentFinancing, whether at law or equity, in contract, in tort or otherwise, and Seller, the Company (on behalf of itself and its Subsidiaries, stockholders, Affiliates, officers, directors, employees and Representatives) agrees not to commence a proceeding Proceeding against any Lender Financing Source Party in connection with this Agreement or the transactions contemplated hereunder Transactions (including any proceeding Proceeding relating to the Purchaser Financing or the Financing CommitmentCommitment Letter or the transactions contemplated thereby). In furtherance and not in limitation of the foregoing waiver, it is agreed that no Lender Financing Source Party shall have any liability for any claims, losses, settlements, liabilities, damages, costs, expenses, fines or penalties to Seller the Company or any of its Subsidiaries, stockholders, Affiliates, officers, directors, employees and Representatives in connection with this Agreement or the Transactions (including the Financing or the Commitment Letter or the transactions contemplated hereunderthereby). Nothing in this Section 12.12 11.12 shall in any way (a) expand the circumstances in which Purchaser Parent may be liable under this Agreement or as a result of the transactions contemplated hereby Transactions (including as a result of the Purchaser Financing) or (b) limit or qualify the obligations and liabilities of the parties to the Financing Commitment or the definitive financing agreements Letter to each other thereunder or in connection therewith. [Signature Page Follows].

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mitel Networks Corp), Agreement and Plan of Merger (Mavenir Systems Inc)

No Recourse; Waiver of Claims. Notwithstanding anything herein to the contrary, Seller, on behalf the Selling Group and each of itself and its Affiliates, Affiliates hereby waives any rights or claims against any Lender in connection with this Agreement, the Purchaser Debt Financing or the Financing CommitmentDebt Commitment Letter, whether at law or equity, in contract, in tort or otherwise, and Seller, on behalf the Selling Group and each of itself and its Affiliates, Affiliates agrees not to commence a proceeding against any Lender in connection with this Agreement or the transactions contemplated hereunder (including any proceeding relating to the Purchaser Debt Financing or the Financing CommitmentDebt Commitment Letters). In furtherance and not in limitation of the foregoing waiver, it is agreed that no Lender shall have any liability for any claims, losses, settlements, liabilities, damages, costs, expenses, fines or penalties to Seller the Selling Group or its Affiliates, any Affiliate of the Selling Group in connection with this Agreement Agreement, the Debt Financing or the transactions contemplated hereunderTransactions. Nothing in this Section 12.12 12.17 shall in any way (a) expand the circumstances in which Purchaser the Buyer may be liable under this Agreement or as a result of the transactions contemplated hereby Transactions (including as a result of the Purchaser Debt Financing) or (b) limit or qualify the obligations and liabilities of the parties to the Financing Debt Commitment Letter or the definitive financing agreements to each other thereunder or in connection therewith. [Signature Page Follows]The Seller Group shall not cause or permit any of their Affiliates to take any action or position inconsistent with the provisions of this Section 12.17.

Appears in 1 contract

Samples: Asset Purchase Agreement (Anixter International Inc)

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No Recourse; Waiver of Claims. Notwithstanding anything herein to the contrary, Seller, the Company (on behalf of itself and each of its shareholders, partners, members, Affiliates, directors, officers, employees, agents and representatives) hereby waives any rights or claims against any Lender Financing Source in connection with this Agreement, the Purchaser Debt Financing or the Financing CommitmentDebt Commitment Letter, whether at law or equity, in contract, in tort or otherwise, and Seller, the Company (on behalf of itself and each of its shareholders, partners, members, Affiliates, directors, offices, employees, agents and representatives) agrees not to commence a proceeding an Action against any Lender Financing Source in connection with this Agreement or the transactions contemplated hereunder (including any proceeding Action relating to the Purchaser Debt Financing or the Financing CommitmentDebt Commitment Letter). In furtherance and not in limitation of the foregoing waiver, it is agreed that no Lender Financing Source shall have any liability for any claims, losses, settlements, liabilities, damages, costs, expenses, fines or penalties to Seller the Company (or any of its shareholders, partners, members, Affiliates, directors, officers, employees, agents and representatives) in connection with this Agreement or the transactions contemplated hereunder. Nothing in this Section 12.12 8S shall in any way (a) expand the circumstances in which Purchaser Buyer may be liable under this Agreement or as a result of the transactions contemplated hereby (including as a result of the Purchaser Debt Financing) or (b) limit or qualify the obligations and liabilities of the parties to the Financing Debt Commitment or the definitive financing agreements Letter to each other thereunder or in connection therewith. [Signature Page Follows].

Appears in 1 contract

Samples: Share Purchase Agreement (Sensata Technologies Holding N.V.)

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