Common use of Remedies; Specific Performance Clause in Contracts

Remedies; Specific Performance. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement is not performed in accordance with its specific terms or is otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree that in the event of any breach or threatened breach by any Party of any of its covenants or obligations set forth in this Agreement, the other Parties shall be entitled to injunctive relief to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement. Each of the Parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Parties under this Agreement.

Remedies; Specific Performance. Except as otherwise expressly provided herein, any and all remedies provided herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law Law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. The failure on the part of any Party to exercise, and no delay in exercising, any right, power, or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of such right, power, or remedy by such Party preclude any other or further exercise thereof or the exercise of any other right, power, or remedy. Each Party acknowledges that the rights of each Party to consummate the transactions contemplated hereby are unique, recognizes and affirms that in the event of a breach of this Agreement by any Party, money damages would be inadequate and the non-breaching Parties hereby would not have adequate remedy at law, and agree that irreparable damage would occur in the event that any provision of the provisions of this Agreement is were not performed by an applicable Party in accordance with its their specific terms or is were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree that in the event of any breach or threatened breach by any each Party of any of its covenants or obligations set forth in this Agreement, the other Parties shall be entitled to injunctive relief an injunction or restraining order to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to enforce specifically enforce the terms and provisions of this Agreement hereof, without the requirement to prevent breaches post any bond or threatened breaches of, other security or to enforce compliance withprove that money damages would be inadequate, the covenants and obligations of the this being in addition to any other right or remedy to which such Party may be entitled under this Agreement, at law or in equity. Each of the Parties hereby agrees that it will not to raise any objections oppose the granting of an injunction, specific performance and other equitable relief when expressly available pursuant to the availability terms of this Agreement on the equitable basis that the other Parties have an adequate remedy at Law or an award of specific performance to prevent is not an appropriate remedy for any reason at Law or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Parties under this Agreementequity.

Remedies; Specific Performance. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party Person will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law or equity upon such PartyPerson, and the exercise by a Party Person of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree that irreparable Irreparable damage would occur in the event that any provision of this Agreement is were not performed in accordance with its specific terms or is were otherwise breached, and that as money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree that in the event of any breach or threatened breach by any Party the StarTek Holder, on the one hand, and Private Company or the Parent, on the other hand, of any of its their respective covenants or obligations set forth in this Agreement, Private Company and the Parent, on the one hand, and the StarTek Holder, on the other Parties hand, shall be entitled (in addition to injunctive relief any other remedy that may be available to it whether in law or equity, including monetary damages) to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement Agreement, by the otherother (as applicable), and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, in each case without posting a bond or other security. Each of the Parties hereby agrees not to No party hereto shall raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by itPrivate Company or the Parent, and or to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of Private Company or the other Parties Parent under this Agreement.

Remedies; Specific Performance. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law Law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree that irreparable damage would occur in if any of the event that any provision provisions of this Agreement is were not performed in accordance with its their specific terms or is were otherwise breached, and that money damages or other legal remedies monetary damages, even if available, would not be an adequate remedy for any such damages. Accordingly, therefor and that the Parties acknowledge right of specific performance and hereby agree that in other equitable relief is an integral part of the event of any breach or threatened breach transactions contemplated by any Party of any of its covenants or obligations set forth in this Agreement. It is accordingly agreed that, prior to the other Parties valid termination of this Agreement pursuant to Article 9, each Party shall be entitled to injunctive relief seek an injunction or injunctions to prevent breaches of this Agreement and to enforce specifically the terms and provisions of this Agreement, in addition to any other remedy to which such Party is entitled at Law or in equity. Each Party hereby waives any objections and defenses to the grant of the equitable remedy of specific performance or to an injunction to prevent or restrain breaches of this Agreement by any other Party (including any objection or defense on the basis that there is an adequate remedy at Law or that an award of specific performance is not an appropriate remedy for any reason at Law or equity), and each Party shall be entitled to specifically enforce compliance by the other Party with the terms and provisions of, and such other Party’s obligations under, this Agreement and to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by or the other, covenants and to specifically enforce obligations of such other Party under this Agreement. In the terms and provisions of this Agreement event any Party seeks an injunction or injunctions to prevent breaches or threatened breaches of, of this Agreement (or to enforce compliance with, the covenants and obligations of the other Party under this Agreement. Each of the Parties hereby agrees not ) or to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to enforce specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or the other Party’s obligations under, this Agreement, such Party shall not be required to enforce compliance withprovide any bond or other security in connection with such order or injunction. For the avoidance of doubt, the covenants Parties may pursue both a grant of specific performance or other equitable remedies to the extent permitted by this Section 10.11 and obligations the payment of damages as contemplated by Section 9.2, but shall not be entitled or permitted to receive an award of damages if specific performance or other equitable remedies are awarded and consummation of the Mergers occurs and shall not be entitled or permitted to receive an award of specific performance or other Parties under this Agreementequitable remedies if damages are awarded.

Remedies; Specific Performance. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement is not performed in accordance with its specific terms or is otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree that in the event of any breach or threatened breach by any Party of any of its covenants or obligations set forth in this Agreement, the other Parties Party shall be entitled to injunctive relief to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement. Each of the Parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Parties Party under this Agreement.

Remedies; Specific Performance. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree that irreparable damage would occur in the event that any provision of the provisions of this Agreement is were not performed in accordance with its their specific terms or is were otherwise breached. Each Party agrees that, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree that in the event of any breach or threatened breach by any other Party of any of its covenants covenant or obligations set forth obligation contained in this Agreement, the non-breaching Party shall be entitled (in addition to any other Parties remedy that may be available to it whether at law or in equity, including monetary damages, except as limited by ARTICLE XI) to seek and obtain without interference or challenge from the other Party (a) a decree or order of specific performance to enforce the observance and performance of such covenant or obligation or (b) an injunction restraining such breach or threatened breach. In circumstances where the Buyer or the Company is obligated to consummate the Acquisition and the Acquisition has not been consummated (other than as a result of the other Party’s refusal to close in violation of this Agreement), each of the Buyer and the Company expressly acknowledges and agrees that the other Party and their equityholders shall have suffered irreparable harm, that monetary damages will be inadequate to compensate the other Party and its equityholders and that the other Party on behalf of itself and its equityholders shall be entitled to injunctive relief enforce specifically the Buyer’s or the Company’s, as the case may be, obligation to consummate the Acquisition. For the avoidance of doubt, under the terms of the immediately preceding sentence the Company shall be entitled to an injunction or injunctions to prevent breaches of this Agreement by the Buyer or to enforce specifically the terms and provisions of this Agreement to prevent breaches of or enforce compliance with those covenants of the Buyer, this being in addition to any other remedy to which the Company may be entitled at law or in equity. Buyer hereby agrees not to raise any objection to the availability of the equitable remedy of specific performance to prevent or restrain breaches of or threatened breaches of this Agreement by the other, and Buyer or to specifically enforce the terms and provisions of this Agreement to prevent breaches of or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Buyer under this Agreement. Each of the Parties hereby Party further agrees not to raise any objections that, to the availability of the equitable maximum extent permitted by Legal Requirements, no other Party or any other Person shall be required to obtain, furnish or post any bond or similar instrument in connection with or as a condition to obtaining any remedy of specific performance referred to prevent or restrain breaches or threatened breaches of in this Agreement by itSection 12.7, and each Party irrevocably waives, to specifically enforce the terms and provisions maximum extent permitted by Legal Requirements, any right it may have to require the obtaining, furnishing or posting of this Agreement to prevent breaches any such bond or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Parties under this Agreementsimilar instrument.

Remedies; Specific Performance. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement is not performed in accordance with its specific terms or is otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree that that, notwithstanding the mediation and arbitration provisions set out above, in the event of any breach or threatened breach by any Party of any of its covenants or obligations set forth out in this Agreement, the other Parties Party shall be entitled to injunctive relief to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement. Each of the Parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Parties Party under this Agreement.

Remedies; Specific Performance. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party Person will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law or equity upon such PartyPerson, and the exercise by a Party Person of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree that irreparable Irreparable damage would occur in the event that any provision of this Agreement is were not performed in accordance with its specific terms or is were otherwise breached, and that as money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree that in the event of any breach or threatened breach by any Party the Stockholder, on the one hand, and Public Company, on the other hand, of any of its their respective covenants or obligations set forth in this Agreement, Public Company, on the one hand, and the Stockholder, on the other Parties hand, shall be entitled (in addition to injunctive relief any other remedy that may be available to it whether in law or equity, including monetary damages) to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement Agreement, by the otherother (as applicable), and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, in each case without posting a bond or other security. Each of the Parties hereby agrees not to No Party hereto shall raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by itthe Stockholder or Public Company, and or to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Parties Stockholder or Public Company under this Agreement.

Remedies; Specific Performance. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement is not performed in accordance with its specific terms or is otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree that notwithstanding the mediation and arbitration provisions set out above, in the event of any breach or threatened breach by any Party of any of its covenants or obligations set forth out in this Agreement, the other Parties Party shall be entitled to injunctive relief to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement. Each of the Parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Parties Party under this Agreement.

Remedies; Specific Performance. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party Person will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law or equity upon such PartyPerson, and the exercise by a Party Person of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree that irreparable Irreparable damage would occur in the event that any provision of this Agreement is were not performed in accordance with its specific terms or is were otherwise breached, and that as money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree that in the event of any breach or threatened breach by any Party Privet, on the one hand, and Private Company or the Parent, on the other hand, of any of its their respective covenants or obligations set forth in this Agreement, Private Company and the Parent, on the one hand, and Privet, on the other Parties hand, shall be entitled (in addition to injunctive relief any other remedy that may be available to it whether in law or equity, including monetary damages) to an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement Agreement, by the otherother (as applicable), and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement, in each case without posting a bond or other security. Each of the Parties hereby agrees not to No party hereto shall raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by itPrivate Company or the Parent, and or to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of Private Company or the other Parties Parent under this Agreement.

Remedies; Specific Performance. Except as otherwise expressly provided herein, any and all remedies herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, hereby or by law Law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree that irreparable damage would occur in the event that any provision Party does not perform any of its obligations under any of the provisions of this Agreement is not performed in accordance with its their specific terms or is were otherwise breached, breached and that money damages or other legal remedies would are not be an adequate remedy. It is accordingly agreed that, Buyer, on the one hand, and Sellers, on the other hand, shall be entitled to an injunction or injunctions, specific performance and other equitable relief to prevent or cure breaches or anticipated breaches of this Agreement and to enforce specifically the terms and provisions hereof in any court of competent jurisdiction. Each of the Parties hereto agrees that it will not oppose the granting of an injunction, specific performance and other equitable relief on the basis that (i) there is adequate remedy at law or (ii) an award of specific performance is not an appropriate remedy for any such damages. Accordinglyreason at law or equity; provided, that a Party shall be permitted to oppose the Parties acknowledge granting of an injunction, specific performance and hereby agree that in other equitable relief by contesting the event existence of any a breach or threatened breach by any Party of any of its covenants or obligations set forth in this Agreement, the other Parties shall be entitled to injunctive relief . Any Party hereto seeking an injunction or injunctions to prevent or restrain breaches or threatened breaches of this Agreement by when expressly available pursuant to the other, terms of this Agreement and to enforce specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement. Each of the Parties hereby agrees not to raise any objections when expressly available pursuant to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches terms of this Agreement by it, and shall not be required to specifically enforce the terms and provisions provide proof of this Agreement to prevent breaches damages or threatened breaches of, any bond or to enforce compliance with, the covenants and obligations of the other Parties under this Agreementsecurity in connection with any such order or injunction.

Remedies; Specific Performance. Except as to the extent set forth otherwise provided hereinin this Agreement, any and all remedies herein under this Agreement expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree Each Party agrees that irreparable damage would occur in and the event that Parties would not have an adequate remedy at law if any provision of this Agreement is not performed in accordance with its specific terms or is otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree each Party agrees that in the event of any breach or threatened breach by any Party of any of its covenants or obligations set forth in this Agreement, the other Parties shall will be entitled to injunctive relief from time to time to prevent breaches of the provisions of this Agreement and to enforce specifically the terms and provisions of this Agreement, in each case (i) without the requirement of posting any bond or other indemnity and (ii) in addition to any other remedy to which it may be entitled, at law or in equity. Furthermore, each Party agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by the otherAgreement, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other such Party under this Agreement. Each of the Parties hereby agrees Party expressly disclaims that it is owed any duty not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of expressly set forth in this Agreement by itAgreement, and waives and releases all tort claims and tort causes of action that may be based upon, arise out of or relate to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches ofAgreement, or to enforce compliance withthe negotiation, the covenants and obligations execution or performance of the other Parties under this Agreement.

Remedies; Specific Performance. Except as otherwise provided herein, any and all remedies herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. The Parties hereby agree that irreparable damage would occur in the event that any provision of this Agreement is not performed in accordance with its specific terms or is otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree that in In the event of any breach or threatened breach by any Party of any of its covenants or obligations set forth out in this Agreement, the other Parties Party shall be entitled to injunctive relief to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other under this Agreement. Each of the Parties hereby agrees not to raise any objections to the availability of the equitable remedy of specific performance to prevent or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Parties Party under this Agreement.

Remedies; Specific Performance. Except as otherwise expressly provided herein, any and all remedies provided herein expressly conferred upon a Party will be deemed cumulative with and not exclusive of any other remedy conferred hereby, or by law Law or equity upon such Party, and the exercise by a Party of any one remedy will not preclude the exercise of any other remedy. The failure on the part of any Party to exercise, and no delay in exercising, any right, power, or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of such right, power, or remedy by such Party preclude any other or further exercise thereof or the exercise of any other right, power, or remedy. Each Party acknowledges that the rights of each Party to consummate the transactions contemplated hereby are unique, recognizes and affirms that in the event of a breach of this Agreement by any Party, money damages would be inadequate and the non-breaching Parties hereby would not have adequate remedy at law, and agree that irreparable damage would occur in the event that any provision of the provisions of this Agreement is were not performed by an applicable Party in accordance with its their specific terms or is were otherwise breached, and that money damages or other legal remedies would not be an adequate remedy for any such damages. Accordingly, the Parties acknowledge and hereby agree that in the event of any breach or threatened breach by any each Party of any of its covenants or obligations set forth in this Agreement, the other Parties shall be entitled to injunctive relief an injunction or restraining order to prevent or restrain breaches or threatened breaches of this Agreement by the other, and to enforce specifically enforce the terms and provisions of this Agreement hereof, without the requirement to prevent breaches post any bond or threatened breaches of, other security or to enforce compliance withprove that money damages would be inadequate, the covenants and obligations of the this being in addition to any other right or remedy to which such Party may be entitled under this Agreement, at law or in equity. Each of the Parties hereby agrees that it will not to raise any objections oppose the granting of an injunction, specific performance and other equitable relief when expressly available pursuant to the availability terms of this Agreement on the equitable basis that the other parties have an adequate remedy at Law or an award of specific performance to prevent is not an appropriate remedy for any reason at Law or restrain breaches or threatened breaches of this Agreement by it, and to specifically enforce the terms and provisions of this Agreement to prevent breaches or threatened breaches of, or to enforce compliance with, the covenants and obligations of the other Parties under this Agreementequity.