Buyer's Default; Liquidated Damages Sample Clauses

Buyer's Default; Liquidated Damages. IF BUYER FAILS TO COMPLETE THE PURCHASE OF THE PROPERTY ON OR BEFORE THE CLOSING DATE SET FORTH HEREIN, THEN (a) SELLER SHALL BE RELEASED FROM ITS OBLIGATION TO SELL THE PROPERTY TO BUYER, AND (b) SELLER SHALL HAVE THE RIGHT TO PURSUE ANY REMEDY IN LAW OR EQUITY THAT IT MAY HAVE AGAINST BUYER ON ACCOUNT OF SUCH DEFAULT, PROVIDED, HOWEVER, THAT BY PLACING THEIR INITIALS BELOW BUYER AND SELLER AGREE THAT: (a) IF BUYER FAILS TO COMPLETE THE PURCHASE OF THE PROPERTY AS SET FORTH HEREIN, ESCROW HOLDER SHALL IMMEDIATELY DELIVER THE DEPOSIT TO SELLER WITHOUT ANY FURTHER INSTRUCTION FROM ANY PARTY TO THIS AGREEMENT AND THE DEPOSIT SHALL BE NON-REFUNDABLE LIQUIDATED DAMAGES TO SELLER AS SELLER'S DAMAGES WOULD OTHERWISE BE DIFFICULT TO CALCULATE OR ASCERTAIN. SELLER SHALL RETAIN, AS LIQUIDATED DAMAGES FOR BREACH OF CONTRACT ON AC- COUNT OF SUCH BUYER'S DEFAULT, THE DEPOSIT ACTUALLY PAID; PROVIDED, HOW- EVER, THE AMOUNT RETAINED BY SELLER SHALL NOT EXCEED TEN PERCENT (10%) OF THE PURCHASE PRICE. (b) THE PAYMENT OF SUCH LIQUIDATED DAMAGES TO SELLER OUT OF BUYER'S DEPOSIT SHALL CONSTITUTE THE EXCLUSIVE REMEDY OF SELLER ON AC- COUNT OF THE DEFAULT OF THE BUYER. (c) IF BUYER FAILS TO COMPLETE THE PURCHASE OF THE PROPERTY AS SET FORTH HEREIN, BUYER RELEASES THEIR RIGHTS TO PURCHASE THE PROPERTY DE- SCRIBED IN THE AGREEMENT. BUYER HEREBY AGREES THAT THE RELEASE PROVIDED FOR IN THIS AGREEMENT EXTENDS TO ALL CLAIMS, WHETHER OR NOT CLAIMED OR SUSPECTED BY BUYER, UP TO AND INCLUDING THE DATE OF THE EXECUTION HEREOF.
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Buyer's Default; Liquidated Damages. In the event of Buyer's material default in the performance of any obligation or covenant under this Agreement prior to Closing, Seller shall have available to it all remedies at law and in equity, including without limitation the right to recover damages (the liquidated damages provision contained in this Section shall not apply to, nor limit, nor be an offset against such recoverable damages), to xxx for specific performance, or to terminate this Agreement. The foregoing sentence notwithstanding, in the event of Buyer's material default in the performance of any obligation or covenant under this Agreement prior to Closing which prevents Closing from taking place as provided in this Agreement, Seller shall have the right, in Seller's sole discretion, to terminate this Agreement and shall be entitled to retain the amount of the Deposits to be paid as provided in this Agreement, plus accrued interest thereon, as liquidated damages. Seller and Buyer expressly acknowledge and agree that in the event of such a default under this Agreement by Buyer, (i) Seller will be materially damaged, (ii) with the fluctuation in value of land, commercial property and retail property in the State of Hawaii, the unpredictable state of the economy and of governmental regulations, the nature of the real estate market in the State of Hawaii, the difficulty in evaluation of lost profits, and other factors which directly affect the value and marketability of the Property, it would be extremely difficult and impracticable at this time to estimate the amount of such damage, and (iii) after negotiation, the Parties have agreed that, considering all of the circumstances existing as of the Effective Date, the amount of the Deposits to be paid as provided in this Agreement, plus accrued interest thereon, is a reasonable estimate of the damages that Seller would incur in such event and would not constitute a penalty or unreasonable forfeiture. In such event, Escrow Agent is hereby irrevocably instructed by Seller and Buyer to release and disburse the amount of the Deposits to be paid as provided in this Agreement, plus accrued interest thereon, to Seller. Such right to terminate and such liquidated damages shall constitute Seller's sole and exclusive remedy for Buyer's default in the performance of any obligation or covenant under this Agreement prior to Closing which prevents Closing from taking place as provided in this Agreement, except that Seller shall be entitled to (A) exercise an...
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Buyer's Default; Liquidated Damages. In the event that this transaction fails to close solely due to Buyer's failure to comply with its obligations hereunder (after giving effect to the cure period in Section 7.04), the Deposit shall be immediately paid to Seller by the Escrow Agent and Buyer shall have no further rights with respect thereto. Buyer recognizes that the Property will be removed from the market during the existence of this Contract and, if Buyer fails to perform its obligations hereunder, Seller shall be entitled to compensation for the detriment caused thereby. However, both parties agree that it is extremely difficult and impractical to ascertain the extent of the detriment and, to avoid such difficulties, the parties agree that Seller shall be entitled to retain the Deposit as liquidated damages (and not as a penalty) in accordance with this Section 14.01. Both parties agree that such amount stated as liquidated damages shall be in lieu of any other relief to which Seller might otherwise be entitled by virtue of this Contract or by operation of law.
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Buyer's Default; Liquidated Damages. IF BUYER DEFAULTS UNDER ANY TERMS OR PROVISIONS UNDER THIS PURCHASE AGREEMENT, SELLER SHALL BE RELEASED FROM ITS OBLIGATION TO SELL THE PROPERTY TO BUYER, AND SELLER MAY FURTHER PURSUE ANY REMEDY IN LAW OR EQUITY THAT SELLER MAY HAVE AGAINST BUYER ON ACCOUNT OF SUCH DEFAULT; PROVIDED HOWEVER, THAT BY INITIALING BELOW, BUYER AND SELLER AGREE THAT:
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Buyer's Default; Liquidated Damages. In the event ------------------------------------ that the transaction fails to close solely due to Buyer's failure to comply with its obligations hereunder (after giving effect to the cure period in Section 7.04), the Deposit (including any interest earned thereon) shall be immediately paid to Seller by the Escrow Agent and Buyer shall have no further rights with respect thereto. Buyer recognizes that the Property will be removed from the market during the existence of this Contract and, if Buyer fails to perform its obligations hereunder, Seller shall be entitled to compensation for the detriment caused thereby. However, Buyer and Seller agree that it is extremely difficult and impractical to ascertain the extent of the detriment and, to avoid such difficulties, Buyer and Seller agree that Seller shall be entitled to retain the Deposit (including any interest earned thereon) as liquidated damages (and not as a penalty) in accordance with this Section 14.01. All parties agree that such amount stated as liquidated damages shall be in lieu of any other relief to which Seller might otherwise be entitled by virtue of this Contract or by operation of law.
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Buyer's Default; Liquidated Damages. Buyer shall use its best efforts and good faith to accomplish the purposes of this Agreement. If Buyer shall fail to perform its obligations at Closing, or if Buyer shall default under any of its obligations in this Agreement prior to Closing, the Xxxxxxx Money and all interest earned thereon shall be disbursed to Seller, which shall constitute full and complete liquidated damages, and Seller shall have no further remedy at law or equity for any breach by Buyer under this Agreement, including any claim for lost sales, lost profits or any other type of consequential damages; provided, Buyer shall continue to be obligated with respect to all indemnification or reimbursement obligations set forth in this Agreement which, by the terms of this Agreement, expressly survive the Closing. Seller’s actual damages in the event of such default by Buyer would be difficult or impossible to ascertain, and further, Buyer desires to limit its liability to Seller in the event the sale and purchase of the Property shall fail to close because of any default of Buyer hereunder.
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Buyer's Default; Liquidated Damages. If Buyer breaches its obligation to purchase the Property in accordance with the terms of this Agreement and Close of Escrow fails to occur by reason of such breach, then Seller’s sole and exclusive right and remedy for such breach shall be to terminate this Agreement and cancel the Escrow by written notice to Buyer and Escrow Agent in which event Escrow Agent shall pay the Xxxxxxx Money and all accrued interest thereon to Seller. Seller waives all other remedies for such breach. THE XXXXXXX MONEY SHALL CONSTITUTE LIQUIDATED DAMAGES. THE PARTIES ACKNOWLEDGE AND AGREE THAT IT WOULD BE IMPRACTICABLE OR EXTREMELY DIFFICULT TO FIX THE ACTUAL DAMAGES THAT SELLER WOULD INCUR AS A RESULT OF THE BREACH BY BUYER OF ITS OBLIGATION TO PURCHASE THE PROPERTY. THE PARTIES AGREE THAT THE XXXXXXX MONEY IS A REASONABLE ESTIMATE OF SELLER’S DAMAGES, AND SHALL CONSTITUTE LIQUIDATED DAMAGES IN ACCORDANCE WITH ARIZONA LAW. SELLER WAIVES ALL OTHER REMEDIES FOR BUYER’S BREACH OF ITS OBLIGATION TO PURCHASE THE PROPERTY IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT.
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Buyer's Default; Liquidated Damages. The Buyer and the Seller each acknowledge that it would be difficult to ascertain the actual damages which would be suffered by the Seller if the Buyer defaults in consummating the purchase and sale contemplated by this Contract. Accordingly, if all conditions precedent to the Buyer's obligation to consummate the transactions contemplated by this Contract have been satisfied or waived, but the Buyer fails, refuses, or is unable to consummate the purchase and sale contemplated by this Contract, then Seller shall give Buyer written notice of the Buyer's default, and if such default is not cured within ten (10) business days of Buyer's receipt of said notice, the Seller shall retain the Deposit and all interest thereon, as its sole remedy hereunder. Neither party to this Contract shall have any further liability to the other and this Contract shall be and become null and void and of no further force and effect, either at law or in equity.
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Related to Buyer's Default; Liquidated Damages

  • Delay Liquidated Damages Delay Liquidated Damages has the meaning set out in GC 7.6.1.

  • Buyer’s Default Seller’s remedies shall be limited to liquidated damages in the amount of the Xxxxxxx Money set forth in Section IV. It is agreed that such payments and things of value are liquidated damages and are Seller’s sole and only remedy for Buyer’s failure to perform the obligations of this Agreement. The Parties agree that Seller’s actual damages in the event of Buyer’s default would be difficult to measure, and the amount of the liquidated damages herein provided for is a reasonable estimate of such damages.

  • Seller’s Default Buyer may elect to treat this Agreement as cancelled, in which case all Xxxxxxx Money paid by Buyer hereunder shall be returned and Buyer may recover such damages as may be proper, or Buyer may elect to treat this Agreement as being in full force and effect and Buyer shall have the right to specific performance or damages, or both.

  • Payment of Liquidated Damages If you supply all or some of your milk to a third party during a Month you must, if required by DFMC, immediately pay to DFMC liquidated damages for that Month calculated as follows: $X = W cents x (Y – Z) Where: $X is the amount payable by you to DFMC for the relevant Month. If $X is a negative amount, no amount is payable by you. Y is the average monthly litres you have supplied to DFMC based on the 12 months immediately preceding the relevant Month (or in the event you have not supplied DFMC for 12 months, the average monthly litres you have supplied to DFMC during the period you have supplied DFMC). Z is the number of litres supplied to DFMC by you for the relevant Month.

  • Liquidated Damages The Company’s obligations to pay any partial liquidated damages or other amounts owing under the Transaction Documents is a continuing obligation of the Company and shall not terminate until all unpaid partial liquidated damages and other amounts have been paid notwithstanding the fact that the instrument or security pursuant to which such partial liquidated damages or other amounts are due and payable shall have been canceled.

  • Notice of Liquidated Damages System Agency will formally notify Grantee in writing when liquidated damages action is imposed, stating the nature of the action, the reasons for imposing, and the method of appealing. Grantee must submit a written appeal, within ten (10) calendar days of receipt of the notice, to the SUD email box, XxxxxxxxxXxxxx.Xxxxxxxxx@xxxx.xxxxx.xx.xx.

  • Purchaser’s Default If Purchaser fails to consummate this transaction for any reason other than Seller’s intentional and willful default, failure of a condition to Purchaser’s obligation to close, or the exercise by Purchaser of an express right of termination granted herein, Seller shall be entitled, as its sole remedy hereunder, to terminate this Agreement and to receive and retain the Xxxxxxx Money as full liquidated damages for such default of Purchaser, the parties hereto acknowledging that it is impossible to estimate more precisely the damages which might be suffered by Seller upon Purchaser’s default, and that said Xxxxxxx Money is a reasonable estimate of Seller’s probable loss in the event of default by Purchaser. Seller’s retention of said Xxxxxxx Money is intended not as a penalty, but as full liquidated damages. The right to retain the Xxxxxxx Money as full liquidated damages is Seller’s sole and exclusive remedy in the event of default hereunder by Purchaser, and Seller hereby waives and releases any right to (and hereby covenants that it shall not) xxx the Purchaser: (a) for specific performance of this Agreement, or (b) to recover actual damages in excess of the Xxxxxxx Money. The foregoing liquidated damages provision shall not apply to or limit Purchaser’s liability for Purchaser’s obligations under Sections 3.1(b), 3.1(c), 3.7 and 10.1 of this Agreement. Purchaser hereby waives and releases any right to (and hereby covenants that it shall not) xxx Seller or seek or claim a refund of said Xxxxxxx Money (or any part thereof) on the grounds it is unreasonable in amount and exceeds Seller’s actual damages or that its retention by Seller constitutes a penalty and not agreed upon and reasonable liquidated damages.

  • Liquidated Damages for Delay In addition to the Contractor bearing the actual cost of correcting any non-compliant work or any other actual damages resulting from Contractor’s breach of this Agreement, the Contractor agrees to pay the Contractor delay damages in the amount of $500.00 per day for every day that the goods and/or services to be provided pursuant to this Agreement have not been timely delivered to the District in compliance with the Scope of Services set forth above, unless the delay has been properly excused by the terms of this Agreement. The parties agree that the District’s actual damages for delay are difficult to estimate and that this $500.00 per day sum is a reasonable pre-estimate of the District’s actual damages for each day of delay and that the is $500.00 per day sum is intended by the parties to be in the nature of liquidated damages, not a penalty. It is not the parties’ intent for this provision to limit either party’s remedies against the other for the breach of this Agreement, except for the District’s money damages for unexcused delays caused by the Contractor.

  • CONTRACT TIME AND LIQUIDATED DAMAGES (7-1-95) (Rev. 12-18-07) 108 SP1 G10 A The date of availability for this contract is April 25, 2016. The completion date for this contract is October 15, 2017. Except where otherwise provided by the contract, observation periods required by the contract will not be a part of the work to be completed by the completion date and/or intermediate contract times stated in the contract. The acceptable completion of the observation periods that extend beyond the final completion date shall be a part of the work covered by the performance and payment bonds. The liquidated damages for this contract are Two Thousand Dollars ($ 2,000.00) per calendar day.

  • Obligation Absolute; Partial Liquidated Damages The Company’s obligations to issue and deliver the Conversion Shares upon conversion of this Debenture in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder or any other Person, and irrespective of any other circumstance which might otherwise limit such obligation of the Company to the Holder in connection with the issuance of such Conversion Shares; provided, however, that such delivery shall not operate as a waiver by the Company of any such action the Company may have against the Holder. In the event the Holder of this Debenture shall elect to convert any or all of the outstanding principal amount hereof, the Company may not refuse conversion based on any claim that the Holder or anyone associated or affiliated with the Holder has been engaged in any violation of law, agreement or for any other reason, unless an injunction from a court, on notice to Holder, restraining and or enjoining conversion of all or part of this Debenture shall have been sought and obtained, and the Company posts a surety bond for the benefit of the Holder in the amount of 150% of the outstanding principal amount of this Debenture, which is subject to the injunction, which bond shall remain in effect until the completion of arbitration/litigation of the underlying dispute and the proceeds of which shall be payable to the Holder to the extent it obtains judgment. In the absence of such injunction, the Company shall issue Conversion Shares or, if applicable, cash, upon a properly noticed conversion. If the Company fails for any reason to deliver to the Holder such Conversion Shares pursuant to Section 4(c)(ii) by the Share Delivery Date, the Company shall pay to the Holder, in cash, as liquidated damages and not as a penalty, for each $1,000 of principal amount being converted, $10 per Trading Day (increasing to $20 per Trading Day on the fifth (5th) Trading Day after such liquidated damages begin to accrue) for each Trading Day after such Share Delivery Date until such Conversion Shares are delivered or Holder rescinds such conversion. Nothing herein shall limit a Xxxxxx’s right to pursue actual damages or declare an Event of Default pursuant to Section 8 hereof for the Company’s failure to deliver Conversion Shares within the period specified herein and the Holder shall have the right to pursue all remedies available to it hereunder, at law or in equity including, without limitation, a decree of specific performance and/or injunctive relief. The exercise of any such rights shall not prohibit the Holder from seeking to enforce damages pursuant to any other Section hereof or under applicable law.

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