Common use of Contributor’s Default Clause in Contracts

Contributor’s Default. Except for any breaches waived in writing by FWRLP, if Contributor breaches any of its covenants or obligations under this Agreement or has failed, refused or is unable to consummate the Contribution contemplated herein by the Closing Date or if any of the representations and warranties made by Contributor under this Agreement shall be inaccurate or incorrect in any material respect, then FWRLP shall notify Contributor of such breach in writing and, should Contributor not cure same within five (5) business days of receipt of such default notice, then FWRLP shall be entitled to (i) waive such breach, default or failure, and proceed to Closing, (ii) extend the Closing for such reasonable time or times as may be necessary in order to enable Contributor to remedy such breach, default or failure (but in no event more than three (3) months), (iii) terminate this Agreement and obtain the return of the Deposit, and/or (iv) pursue such remedies as may be available at law or in equity, including without limitation maintaining an action for damages (other than for consequential damages (i.e., lost profits)) and/or specific performance (including without limitation reasonable attorneys' fees and court costs). Notwithstanding the foregoing, if in the event of a failure by the Closing Date of a condition precedent set forth in Section 8 herein and such failure was not known to Contributor at the Acceptance Date and such failure was not caused by any act or omission of Contributor, then FWRLP shall be precluded from maintaining an action for damages pursuant to clause (iv) above with respect to such failure.