Common use of Breaches and Defaults; Opportunity to Cure Clause in Contracts

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this Agreement, if either party (the "Non-Breaching Party") believes the other (the "Breaching Party") to be in breach hereunder, the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon the Breaching Party shall have 30 days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Party; PROVIDED, HOWEVER, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breach, then the Breaching Party shall be afforded an additional sixty (60) days to cure such breach, PROVIDED, HOWEVER, that the cure period for a breach shall in no event extend beyond the Outside Date. If the breach is not cured within such time period, then the Breaching Party shall be in default hereunder and the Non-Breaching Party shall be entitled to terminate this Agreement (as provided in Section 15.02). This right of termination shall be in addition to, and not in lieu of, any legal or equitable remedies available to the Non-Breaching Party.

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this Agreement, if either party (the "“Non-Breaching Party"”) believes the other (the "“Breaching Party"”) to be in breach hereunder, the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon if such breach is curable the Breaching Party shall have 30 ten (10) calendar days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Party; PROVIDEDprovided, HOWEVER, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breach, then the Breaching Party shall be afforded an additional sixty (60) days to cure such breach, PROVIDED, HOWEVERhowever, that the cure period for a breach shall in no event extend beyond the Outside Date. If the breach is not cured within such time period, then the Breaching Party shall be in default hereunder and the Non-Breaching Party shall be entitled to terminate this Agreement if the breach is such that the condition set forth in Section 10.1 or 11.1, as applicable, shall not be satisfied (as provided in Section 15.0213.2). This right of termination shall be in addition to, and not in lieu of, any legal or equitable remedies available to rights of the Non-Breaching Party under Article 12 of this Agreement. Upon any termination with respect to which Purchaser is a Non-Breaching Party, among other equitable and legal rights and remedies available to purchaser, Seller shall cause the Consideration Deposit to be promptly returned to Purchaser.

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this AgreementAgreement (other than Section 15.2(f)), if either party (the "NonNON-Breaching PartyBREACHING PARTY") believes the other (the "Breaching PartyBREACHING PARTY") to be in breach hereunder, the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon if such breach is curable the Breaching Party shall have 30 sixty (60) days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Party; PROVIDEDprovided, HOWEVERhowever, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breach, then the Breaching Party shall be afforded an additional sixty (60) days to cure such breach; provided, PROVIDEDhowever, HOWEVER, that the cure period for a breach shall in no event extend beyond the Outside DateDate (as defined in Section 15.2(e)). If the breach is not cured within such time period, then the Breaching Party shall be in default hereunder and the Non-Breaching Party shall be entitled to terminate this Agreement (as provided in Section 15.0215.2). This right of termination shall be in addition to, and not in lieu of, any legal or equitable remedies available to rights of the Non-Breaching PartyParty under Article 13 of this Agreement.

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this Agreement, if either party (the "“Non-Breaching Party"”) believes the other (the "“Breaching Party"”) to be in breach hereunder, the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon if such breach is curable the Breaching Party shall have 30 thirty (30) calendar days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Party; PROVIDED, HOWEVER, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breach, then the Breaching Party shall be afforded an additional sixty (60) days to cure such breach, PROVIDED, HOWEVER, that the cure period for a breach shall in no event extend beyond the Outside Date. If the breach is not cured within such time period, then the Non-Breaching Party Party’s sole remedy shall be to terminate this Agreement if the breach is such that the condition set forth in default hereunder and Section 10.1 or 11.1, as applicable, shall not be satisfied (as provided in Section 12.2); provided, however, that the Non-Breaching Party shall not be entitled to terminate this Agreement if it is in material breach of this Agreement. Upon any termination pursuant to Section 12.2 (other than Section 12.2(d)), Seller shall cause the Deposit to be promptly returned to Purchaser. Upon any termination pursuant to Section 12.2(d), Seller be entitled to retain the Deposit and be paid an additional One Million Three Hundred Fifty Thousand U.S. Dollars ($1,350,000) for a total of One Million Five Hundred Thousand U.S. Dollars ($1,500,000) as provided in Section 15.02). This right of termination shall be in addition toliquidated damages, and not in lieu of, of any legal or equitable remedies available to the Non-Breaching Partyother rights Seller may otherwise have under applicable Law.

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this Agreement, if either party (the "Non-Breaching Party") believes the other (the "Breaching Party") to be in breach hereunder, the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon the Breaching Party shall have 30 days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Party; PROVIDED, HOWEVER, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breach, then the Breaching Party shall be afforded an additional sixty (60) days to cure such breach, PROVIDED, HOWEVER, that the cure period for a breach shall in no event extend beyond the Outside Date. If the breach is not cured within such time period, then the Breaching Party shall be in default hereunder and the Non-Breaching Party shall be entitled to terminate this Agreement (as provided in Section 15.0216.02). This right of termination shall be in addition to, and not in lieu of, any legal or equitable remedies available to the Non-Breaching Party.

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this Agreement, if either party (the "“Non-Breaching Party"”) believes the other (the "“Breaching Party"”) to be in breach hereunder, the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon if such breach is curable the Breaching Party shall have 30 10 calendar days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Party; PROVIDED, HOWEVER, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breach, then the Breaching Party shall be afforded an additional sixty (60) days to cure such breach, PROVIDED, HOWEVER, that the cure period for a breach shall in no event extend beyond the Outside Date. If the breach is not cured within such time period, then the Non-Breaching Party Party’s sole remedy shall be to terminate this Agreement if the breach is such that the condition set forth in default hereunder and Section 9.1 or Section 10.1, as applicable, shall not be satisfied (as provided in Section 11.2); provided, however, that the Non-Breaching Party shall not be entitled to terminate this Agreement (as provided if it is in material breach of this Agreement. Upon any termination pursuant to Section 15.0211.2(d). This right of termination , Sellers shall be in addition toentitled to retain the Deposit as liquidated damages, and not in lieu of, of any legal or equitable remedies available to the Non-Breaching Partyother rights Sellers may otherwise have under applicable Law.

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by ------------------------------------------ a party of any termination rights afforded under this Agreement, if either party (the "Non-Breaching Party") believes is basing such termination upon a breach by the other party (the "Breaching Party") to be in breach hereunder), the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon the Breaching Party shall have 30 thirty (30) days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Partybreach; PROVIDEDprovided, HOWEVERhowever, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breachbreach and such breach can reasonably be expected to be cured during the additional time period, then the Breaching Party shall be afforded an additional reasonable amount of time to cure such breach but not to exceed an additional sixty (60) days days; provided, further, however, that Buyer shall have no opportunity to cure such breach, PROVIDED, HOWEVER, that the cure period for a breach shall in no event extend beyond of its obligation to deliver any required portion of the Outside DatePurchase Price to be delivered to Seller at Closing. If the breach is not cured within such time period, then the Breaching Party shall be in default hereunder and the Non-Breaching Party shall be entitled to terminate this Agreement (as provided in Section 15.0212.1). This right of termination shall be in addition to, and not in lieu of, any legal or equitable remedies available to the Non-Breaching Party.

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this Agreement, if either party (the "Non-Breaching Party") believes the other (the "Breaching Party") to be in breach hereunder, the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon the Breaching Party shall have 30 15 days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Party; PROVIDED, HOWEVER, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breach, then the Breaching Party shall be afforded an additional sixty twenty (6020) days to cure such breach, PROVIDED, HOWEVER, that the cure period for a breach shall in no event extend beyond the Outside Date. If the breach is not cured within such time period, then the Breaching Party shall be in default hereunder and the Non-Breaching Party shall be entitled to terminate this Agreement (as provided in Section 15.0212.02). This right of termination shall be in addition to, and not in lieu of, any legal or equitable remedies available to the Non-Breaching Party.

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this Agreement, if either party (the "Non-Breaching Party") believes is basing such termination upon a breach by the other party (the "Breaching Party") to be in breach hereunder), the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon the Breaching Party shall have 30 thirty (30) days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Partybreach; PROVIDEDprovided, HOWEVERhowever, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breachbreach and such breach can reasonably be expected to be cured during the additional time period, then the Breaching Party shall be afforded an additional reasonable amount of time to cure such breach but not to exceed an additional sixty (60) days days; provided, further, however, that Buyer shall have no opportunity to cure such breach, PROVIDED, HOWEVER, that the cure period for a breach shall in no event extend beyond of its obligation to deliver any required portion of the Outside DatePurchase Price to be delivered to Seller at Closing. If the breach is not cured within such time period, then the Breaching Party shall be in default hereunder and the Non-Breaching Party shall be entitled to terminate this Agreement (as provided in Section 15.0212.1). This right of termination shall be in addition to, and not in lieu of, any legal or equitable remedies available to the Non-Breaching Party.

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this AgreementAgreement (it being understood that Buyer and Parent constitute one party for purposes of this Section 8.01), if either party (the "Non-Breaching Party") believes the other party (the "Breaching Party") to be in breach hereunder, the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon the Breaching Party shall have 30 thirty (30) days from after the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Partybreach; PROVIDEDprovided, HOWEVERhowever, that if such breach is curable but is not capable of being cured within during such period and if the Breaching Party shall have commenced action to cure such breach within during such period and is diligently attempting to cure such breach, then the Breaching Party shall be afforded an additional sixty (60) days reasonable amount of time to cure such breach; provided, PROVIDEDfurther, HOWEVERhowever, that Buyer/Parent shall have no opportunity to cure the cure period for a breach shall in no event extend beyond of its obligation to deliver any required portion of the Outside DatePurchase Price to be delivered to Seller at Closing. If the breach is not cured within such time period, then the Breaching Party shall be in default hereunder and the Non-Breaching Party shall be entitled to terminate this Agreement (as provided in Section 15.028.01(b)). This right of termination shall be in addition to, and not in lieu of, any legal or equitable remedies available to the Non-Breaching Party.

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this Agreement, if either party (the "Non-Breaching Party") believes the other (the "Breaching Party") to be in breach hereunder, the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon the Breaching Party shall have 30 days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Partybreach; PROVIDEDprovided, HOWEVERhowever, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breach, then the Breaching Party shall be afforded an additional sixty (60) days reasonable amount of time to cure such breach; provided, PROVIDEDfurther, HOWEVERhowever, that Purchaser shall have no opportunity to cure the cure period for a breach shall in no event extend beyond of its obligation to deliver any required portion of the Outside DateAcquisition Price to be delivered to Seller at Closing. If the breach is not cured within such time period, then the Breaching Party shall be in default hereunder and the Non-Breaching Party shall be entitled to terminate this Agreement (as provided in Section 15.0212.2). This right of termination shall be in addition to, and not in lieu of, any legal or equitable remedies available to the Non-Breaching Party.

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this Agreement, if either party (the "Non-Breaching Party") believes is basing such termination upon a breach by the other party (the "Breaching Party") to be in breach hereunder), the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon the Breaching Party shall have 30 thirty (30) days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Partybreach; PROVIDEDprovided, HOWEVERhowever, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breach, then the Breaching Party shall be afforded an additional sixty (60) days reasonable amount of time to cure such breach; provided, PROVIDEDfurther, HOWEVERhowever, that Buyer shall have no opportunity to cure the cure period for a breach shall in no event extend beyond of its obligation to deliver any required portion of the Outside DatePurchase Price to be delivered to Seller at Closing. If the breach is not cured within such time period, then the Breaching Party shall be in default hereunder and the Non-Breaching Party shall be entitled to terminate this Agreement (as provided in Section 15.0212.1(b)(ii). This right of termination shall be in addition to, and not in lieu of, any legal or equitable remedies available to the Non-Breaching Party).

Breaches and Defaults; Opportunity to Cure. Prior to the exercise by a party of any termination rights afforded under this Agreement, if either party (the "Non-Breaching Party") believes the other (the "Breaching Party") to be in breach hereunder, the Non-Breaching Party shall provide the Breaching Party with written notice specifying in reasonable detail the nature of such breach, whereupon the Breaching Party shall have 30 15 days from the receipt of such notice to cure such breach to the reasonable satisfaction of the Non-Breaching Party; PROVIDED, HOWEVER, that if such breach is curable but is not capable of being cured within such period and if the Breaching Party shall have commenced action to cure such breach within such period and is diligently attempting to cure such breach, then the Breaching Party shall be afforded an additional sixty twenty (6020) days to cure such breach, PROVIDED, HOWEVER, that the cure period for a breach shall in no event extend beyond the Outside DateDate (as defined in Section 12.02(e) below). If the breach is not cured within such time period, then the Breaching Party shall be in default hereunder and the Non-Breaching Party shall be entitled to terminate this Agreement (as provided in Section 15.0212.02). This right of termination shall be in addition to, and not in lieu of, any legal or equitable remedies available to the Non-Breaching Party.