BREACH BY PURCHASER. If Purchaser shall default in its obligation to close upon the acquisition of the Property (as determined in accordance with the terms of this Agreement) or before the Closing Date, then, in any such event Seller’s sole and exclusive remedy shall be to terminate this Agreement and receive the Deposit as liquidated damages for Purchaser’s default (Escrow Agent to pay the Deposit to Seller upon Seller’s request), all other claims for losses, damages, costs and expenses (other than the right to recover attorneys’ fees and expenses as described in Section 14(c) or to recover losses, damages, costs or expenses pursuant to any indemnification provisions that survive the termination of this Agreement or closing hereunder) being waived hereby. Purchaser and Seller hereby acknowledge and agree that the actual damages suffered by Seller as a result of such breach by Purchaser would be impracticable, extremely difficult or impossible to determine and Purchaser agrees that the amount of the Deposit shall be the amount of damages to which Seller is entitled in such event and that the amount of such liquidated damages is reasonable and does not constitute a penalty. Within five (5) days after any such termination, Purchaser shall deliver the Study Materials to Seller (at no cost to Seller).
Appears in 6 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Inland Diversified Real Estate Trust, Inc.), Purchase and Sale Agreement (Inland Diversified Real Estate Trust, Inc.)
