Exclusive Remedy. Except as set forth in Section 2.3, [Section 6.10] and [Section 8.3], as expressly set forth in any Ancillary Agreement or with respect to claims involving Fraud, following the Closing, the remedies provided in this Article VII shall be the sole recourse of the Parties for all Losses based upon, arising from or relating to any breach of any representation, warranty, covenant or agreement contained in this Agreement or the Transactions.

Section # Exclusive Remedy. Other than for breaches of any covenants or agreements set forth in [Section 6.9] or [Article VIII], the parties hereto acknowledge and agree that, from and after the Closing, this [Article VII] (including [Section 7.4] and [Section 7.5]) shall provide such parties’ sole and exclusive remedy with respect to any matter or claim arising out of, relating to or in connection with any of the Transaction Documents or any of the transactions contemplated thereby, except that any such claim or matter based upon fraud, deliberate or willful breach of covenant or willful misconduct shall not be subject to or limited by this [Article VII].

Section # Exclusive Remedy. Except as set forth in [Section 8.11], from and after Closing, the rights of the parties hereto pursuant to (and subject to the conditions of) this Article 6 shall be the sole and exclusive remedy of the parties hereto and their respective Affiliates with respect to any claims (whether based in contract, tort or otherwise) resulting from or relating to any breach of the representations, warranties covenants and agreements made under this Agreement or any certificate, document or instrument delivered hereunder, and each party hereto hereby waives, to the fullest extent permitted under applicable law, and agrees not to assert after Closing, any other claim or action in respect of any such breach. Notwithstanding the foregoing, claims for fraud shall not be waived or limited in any way by this Article 6.

Section # Exclusive Remedy. Other than for breaches of any covenants or agreements set forth in Section 6.1, the parties hereto acknowledge and agree that, from and after the Closing, this ARTICLE VIII shall provide such parties’ sole and exclusive remedy with respect to any breached representation or warranty set forth in the Transaction Documents, except that any such claim or matter based upon bad faith, gross negligence or willful misconduct shall not be subject to or limited by this ARTICLE VIII.

Exclusive Remedy. Except in the case of Fraud and except for # the right of a party hereto to pursue equitable relief pursuant to Section 12.10 (and without limitation of any such right), # the provisions of Article VIII, and # the provisions of Section 2.9, the Parties acknowledge and agree that, after the Closing, the indemnification provisions in this Article X shall be the sole and exclusive remedy of the Parties and their respective Affiliates against each other with respect to any claim related to or arising from this Agreement.

Section # Exclusive Remedies following the Closing. The Parties acknowledge and agree that the foregoing indemnification provisions in this Article VIII shall, except in the case of Fraud, be the exclusive remedy of the Parties with respect to Losses after Closing relating to the transactions contemplated by this Agreement; provided, however, that notwithstanding the foregoing any Party may pursue injunctive relief following Closing to enforce covenants in the Agreement that survive Closing and are supportable under applicable Law.