Buyer’s Termination Rights Sample Clauses

Buyer’s Termination Rights. If, prior to the expiration of the Examination Period, Buyer determines in its sole and absolute discretion, that the Property is unsuitable to Buyer for any reason or for no reason at all, and provides written notice to Seller thereof (“Termination Notice”) on or before the expiration of the Examination Period, then this Agreement shall terminate, Seller shall retain the Initial Xxxxxxx Money Deposit, and thereafter Buyer and Seller shall be released of any and all obligations under this Agreement except for those that expressly survive termination. If, prior to the expiration of the Examination Period, Buyer determines the Property is suitable in Buyer’s sole discretion and provides written notice to Seller thereof on or before the expiration of the Examination Period, then this Agreement shall continue in full force and effect (“Approval Notice”). In the event Buyer fails to deliver the Approval Notice or Termination Notice as provided herein, then Buyer shall be deemed to have sent an Approval Notice and this Agreement shall continue in full force and effect. To the extent that Buyer delivers (or is deemed to have delivered) an Approval Notice, then Buyer shall deliver to Seller, via wire transfer to Seller’s Account, within three (3) Business Days after the expiration of the Examination Period, the Additional Xxxxxxx Money Deposit. Promptly after any termination by Buyer pursuant to this Section 8, Buyer shall promptly return to Seller the materials and information furnished to Buyer by Seller and any other Property Documents.
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Buyer’s Termination Rights. If, prior to the expiration of the Examination Period, Buyer determines in its sole and absolute discretion, that the Property is unsuitable to Buyer for any reason or for no reason at all, and provides written notice to Seller thereof on or before the expiration of the Examination Period, then this Agreement shall terminate ("Termination Notice"). If, prior to the expiration of the Examination Period, Buyer determines the Property is suitable in Buyer's sole discretion and provides written notice to Seller thereof on or before the expiration of the Examination Period, then this Agreement shall continue in full force and effect ("Approval Notice"). In the event Buyer fails to deliver the Approval Notice as provided herein, this Agreement shall continue in full force and effect and the Xxxxxxx Money will be non-refundable except if this Agreement is terminated as a result of Seller’s default under this Agreement. In the event Buyer has delivered the Termination Notice as provided in this Section 8, the Escrow Agent will pay, on demand and without any further consent or approval of Seller, the Xxxxxxx Money to Buyer. Buyer shall promptly return to Seller the materials and information furnished to Buyer by Seller and any other Property Records after Buyer’s receipt of the Deposit . Upon payment of the Xxxxxxx Money to Buyer as aforesaid, neither party shall have any further rights, obligations or liabilities with respect to each other hereunder, except for the obligations specifically provided for under the Agreement that survive termination of the Agreement.
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Buyer’s Termination Rights. This Agreement may be immediately terminated by Buyer upon written notice to Company and Shareholders at any time prior to the Closing upon the occurrence of any of the following events:
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Buyer’s Termination Rights. (i) THIS AGREEMENT MAY BE TERMINATED BY BUYER IF (I) ANY OF THE CONDITIONS PRECEDENT TO BUYER’S OBLIGATIONS SET FORTH IN SECTION 5(a) HAVE NOT BEEN SATISFIED OR WAIVED BY BUYER ON OR PRIOR TO THE CLOSING DATE OR (II) THERE IS A MATERIAL BREACH OR MATERIAL DEFAULT BY THE SELLER IN THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT.
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Buyer’s Termination Rights. If the foregoing contingencies in Section 8.1.1 and Section 8.1.2 are not satisfied by the Due Diligence Completion Date, then, in addition to any rights afforded by Section 16 of this Agreement, Buyer shall be entitled to terminate this Agreement by delivering written notice thereof to Seller Parties on or before the Due Diligence Completion Date in accordance with and subject to the provisions of Section 17 below, whereupon this Agreement shall terminate and become null and void and all parties hereto shall be relieved of all obligations hereunder, except under those provisions which specifically survive the termination hereof. If the foregoing contingencies in Section 8.1.3 are not satisfied on or prior to the Closing Date, then, in addition to any rights afforded by Section 16 of this Agreement, Buyer shall be entitled to terminate this Agreement by delivering written notice thereof to Seller Parties on or before the Closing Date in accordance with and subject to the provisions of Section 17 below, whereupon this Agreement shall terminate and become null and void and all parties hereto shall be relieved of all obligations hereunder, except under those provisions which specifically survive the termination hereof.
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Buyer’s Termination Rights. This Agreement and the transactions contemplated herein may be terminated at any time prior to Closing by BUYER, upon delivery of written notice of termination to SELLER, if SELLER breached or failed to perform any of its representations, warranties, covenants or other agreements contained in this Agreement to be complied with by it such that the Closing conditions set forth in Sections 6.2.1(b), 6.2.2(b) and 6.2.3(b) would not be satisfied and such breach or failure to perform has not been waived by BUYER or cured by SELLER on or before the earlier of (a) twenty (20) days after receipt by SELLER of written notice thereof or (b) the date established for the Closing pursuant to Section 6.1; provided, BUYER shall not be entitled to terminate this Agreement pursuant to this Section 11.18.2 if BUYER is also in breach of any representation, warranty, covenant or agreement contained in this Agreement, which has prevented or would prevent the satisfaction of the Closing conditions set forth in Sections 6.2.1(a), 6.2.2(a) and 6.2.3(a). In the event that BUYER terminates this Agreement pursuant to this Section 11.18.2, BUYER shall be entitled to receive back the Performance Deposit (without interest) from SELLER. Subject to Section 11.18.3, the remedies set forth in this Section 11.18.2 shall be BUYER’s sole and exclusive remedies for any such breach, and BUYER hereby expressly waives and releases all other remedies (except as provided in Section 11.18.4).
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Buyer’s Termination Rights. 14.1.1 Subject to Clause 14.1.2, the Buyer shall be entitled, by notice in writing to the Seller, to elect to terminate this Agreement (other than the Surviving Provisions), without prejudice to any other rights and remedies that it may have, before (but not after) Completion without liability to the Seller if prior to Completion:
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Buyer’s Termination Rights. At any time prior to the Contingency Date, as the same may be extended pursuant to Section 11.c, Buyer may terminate this Agreement pursuant to Section 16 if Buyer determines, in Buyer’s sole and absolute discretion, that one or more of the contingencies described in subsections 11.b. through 11.f. are not satisfied. In addition, if at any time after the Contingency Date and prior to Closing a third party commences or threatens to commence any action, litigation, governmental investigation, condemnation or administrative proceeding against Seller with respect to the Property or Hazardous Substances are placed on or migrate onto the Property, Buyer may terminate this Agreement pursuant to Section 16.
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Related to Buyer’s Termination Rights

  • Buyer’s Termination Right If, prior to Closing and the delivery of possession of the Property to Buyer in accordance with this Contract, (a) any condemnation proceeding shall be pending against a substantial portion of the Hotel or (b) there is any substantial casualty loss or damage to the Hotel, Buyer shall have the option to terminate this Contract, provided Buyer delivers written notice to Seller of its election within twenty (20) days after the date Seller has delivered Buyer written notice of any such loss, damage or condemnation as provided above, and in such event, the Xxxxxxx Money Deposit, and any interest thereon, shall be delivered to Buyer and thereafter, except as expressly set forth herein, no party shall have any further obligation or liability to the other under this Contract. In the context of condemnation, “substantial” shall mean condemnation of such portion of a Hotel (or access thereto) as could, in Buyer’s reasonable judgment, render use of the remainder impractical or unfeasible for the uses herein contemplated, and, in the context of casualty loss or damage, “substantial” shall mean a loss or damage in excess of One Hundred Thousand and No/100 Dollars ($100,000.00) in value.

  • Termination Rights This Agreement may be terminated at any time prior to the Closing:

  • Other Termination Rights This Agreement may be terminated at any time prior to the Closing by the applicable party if and to the extent permitted in Part V of Appendix B.

  • Termination Right The Representative shall have the right to terminate this Agreement at any time prior to any Closing Date, (i) if any domestic or international event or act or occurrence has materially disrupted, or in its opinion will in the immediate future materially disrupt, general securities markets in the United States; or (ii) if trading on any Trading Market shall have been suspended or materially limited, or minimum or maximum prices for trading shall have been fixed, or maximum ranges for prices for securities shall have been required by FINRA or by order of the Commission or any other government authority having jurisdiction, or (iii) if the United States shall have become involved in a new war or an increase in major hostilities, or (iv) if a banking moratorium has been declared by a New York State or federal authority, or (v) if a moratorium on foreign exchange trading has been declared which materially adversely impacts the United States securities markets, or (vi) if the Company shall have sustained a material loss by fire, flood, accident, hurricane, earthquake, theft, sabotage or other calamity or malicious act which, whether or not such loss shall have been insured, will, in the Representative’s opinion, make it inadvisable to proceed with the delivery of the Securities, or (vii) if the Company is in material breach of any of its representations, warranties or covenants hereunder, or (viii) if the Representative shall have become aware after the date hereof of such a material adverse change in the conditions or prospects of the Company, or such adverse material change in general market conditions as in the Representative’s judgment would make it impracticable to proceed with the offering, sale and/or delivery of the Securities or to enforce contracts made by the Underwriters for the sale of the Securities.

  • Landlord’s Termination Right Whether or not the Premises are affected, Landlord may, by notice to Tenant, within 60 days following the date upon which Landlord receives notice of the Taking of all or a portion of the Real Property, the Building or the Premises, terminate this Lease, provided that Landlord elects to terminate leases (including this Lease) affecting at least 50% of the rentable area of the Building.

  • Additional Termination Rights In addition to any right to terminate this Agreement under the provisions of this Section 16, either party shall have the further right to terminate this Agreement, upon delivery of written notice to the Agent, upon the occurrence of any of the following:

  • Tenant’s Termination Right If the part of the Buildings or the Real Property so acquired or condemned contains a substantial part of the total area of the portion of the Premises located in such Building immediately prior to such acquisition or condemnation, or if, by reason of such acquisition or condemnation, Tenant no longer has reasonable means of access to the Premises, Tenant may terminate this Lease as to such portion of the Premises by notice to Landlord given within 60 days following the date upon which Tenant received notice of such acquisition or condemnation; provided, however, that if the portion of the Premises so affected shall be the Music Hall, then Tenant’s right of termination shall apply to the whole of the Premises. Furthermore, if by virtue of the nature of the space in the Music Hall which is acquired or condemned, the space remaining in the Music Hall after giving effect to such acquisition or condemnation cannot economically be used for its intended purpose, following the date upon which Tenant received notice of such acquisition or condemnation, Tenant may terminate this Lease by notice to Landlord. If Tenant so notifies Landlord, this Lease shall terminate and the Term shall end and expire upon the date set forth in the notice as to the portion of the Premises covered thereby, which date shall not be more than 30 days following the giving of such notice. If a part of the Premises shall be so acquired or condemned and this Lease and the Term shall not be terminated in accordance with this Section, Landlord, at Landlord’s expense but without requiring Landlord to spend more than it collects as an award, shall, subject to the provisions of any Mortgage or Superior Lease, restore such portion of the Premises not so acquired or condemned to a self-contained unit substantially equivalent (with respect to character, quality, appearance and services) to that which existed immediately prior to such acquisition or condemnation, to the extent commercially practicable to do so, in which case Tenant shall be obligated to restore Tenant’s Property relating to such portion of the Premises to the condition which existed immediately prior to such acquisition or condemnation.

  • Waiver of Termination Rights The Employee waives any and all rights to compensation or damages as a result of a Termination, insofar as those rights result or may result from: (a) the loss or diminution in value of such rights or entitlements under the Program; or (b) the Employee ceasing to have rights, or ceasing to be entitled to any Awards under the Program as a result of such Termination.

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