Buyer’s Election. If Seller is unable to satisfy all of Seller’s obligations as set forth in this Agreement, Buyer shall have the right to elect, in its sole discretion, at the Closing, to accept such title as Seller can deliver to the Property in its then condition and to pay therefor the Purchase Price without reduction or offset, in which case Seller shall convey such title for such price.
Buyer’s Election. If Seller is unable to satisfy any of the conditions under Section 9.01 hereof which is in the control of Seller, Buyer shall have the right to elect, in its sole discretion, at the Closing, either to waive such condition or conditions and to accept the Partnership Interests subject to such unfulfilled obligations and to pay therefor the Purchase Price without reduction or offset, in which case Seller shall convey such Partnership Interests for such price, or to terminate this Agreement and receive the return of the Deposit. Buyer agrees that Seller’s failure to satisfy any of the conditions set forth in Sections 9.01(d), 9.01(e), 9.01(f) or 9.01(h) hereof shall only give rise to the election by Buyer under this Section 12.01 and shall not be deemed a default by Seller under Section 12.02 hereof.
Buyer’s Election. Buyer must elect one of the following options and give written notice to Seller of such election within (i) fifteen (15) days after the insurance adjuster's written determination in the case of a Casualty, or (ii) thirty (30) days after Buyer's receipt of Seller's notice of Condemnation in the case of a Condemnation:
(a) Purchase the Terminals in accordance with Article IV of this Agreement at an adjusted Purchase Price agreed upon by Buyer and Seller before Buyer makes this election; or
(b) Terminate this Agreement.
Buyer’s Election. The Buyer shall have the right, in its sole discretion, to elect to purchase no less than US$[ ] million worth of Shares or Company Class A Ordinary Shares under either Section 1.01 or Section 1.02.
Buyer’s Election. Buyer must elect one of the following options and give written notice to Seller of such election within (i) fifteen (15) days after the insurance adjuster’s written determination in the case of a Casualty, or (ii) thirty (30) days after Buyer’s receipt of Seller’s notice of Condemnation in the case of a Condemnation:
(a) Purchase the Terminal in accordance with Article IV of this Agreement at an adjusted Purchase Price agreed upon by Buyer and Seller before Buyer makes this election; or
(b) Terminate this Agreement, whereupon Seller shall immediately direct the Title Company to pay the Xxxxxxx Money, and all interest accrued thereon, to Buyer.
Buyer’s Election. Buyer shall have the election, on the original ---------------- or any extended Closing Date, to accept such title as Seller can deliver to the Property in its then condition and to pay therefor the Purchase Price without deduction (except to the extent necessary to clear title of any Forced Removal Title Exceptions), in which case Seller shall convey such title by delivering the Deed subject to the conditions contained in this Agreement.
Buyer’s Election in its sole and absolute discretion, not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists. Any cash transferred to the Buyer pursuant to Section 4(a) above shall be credited to the Repurchase Price of the related Transactions.
Buyer’s Election of ALTA extended coverage shall not delay any time for performance under this Agreement.
Buyer’s Election. At Industrialex's election, Industrialex, the Company, and the Shareholders agree to make an election under Section 338(h)(10) of the Code (and any corresponding elections under state, local, or foreign tax law) (collectively, a "Section 338(h)(10) Election") with respect to the transactions contemplated by this Agreement.
Buyer’s Election. If, prior to the Closing Time, there occurs any Material Damage by fire or other cause to any of the Assets, then the Buyer may, at its option:
a) terminate this Agreement by reason of a failure to fulfil the conditions precedent of Part 11;
b) reduce the Purchase Price, by notice to the Seller and accounting for any insurance proceeds payable to the Target in respect of the Material Damage, by an amount equal to the cost of repair, or, if the assets are destroyed or damaged beyond repair, by an amount equal to the replacement cost of the assets forming part of the Assets that have been damaged or destroyed, and complete the purchase.
