Failure to Close Without Default Sample Clauses

Failure to Close Without Default. If the Close of Escrow does not occur on or before the Closing Date for any reason other than Optionor’s or Optionee’s breach of or default of its respective obligations hereunder, or if this Agreement is terminated as otherwise set forth herein, then (a) Escrow Holder shall return any monies therefor deposited by Optionee to Optionee, and return to the depositor thereof any other funds or other materials then in Escrow Holder’s possession, (b) the escrow shall be terminated and of no force and effect,
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Failure to Close Without Default. If the Close of Escrow does not occur after Buyer has delivered the Title Approval Notice and the Feasibility Approval Notice because (a) the Approved Entitlements have not been obtained, or were not obtained for any reason other than a default by Buyer or Seller hereunder, or (b) one or more conditions precedent to the Close of Escrow have not been satisfied or waived, then (a) Escrow Holder shall automatically return to Buyer the Deposit and all accrued interest thereon (and pay other sums deposited by Buyer) by unilateral instruction from Buyer, (b) Seller shall immediately pay to Buyer any portion of the Deposit and any Extension Payment released to Seller at the time of such termination, (c) the Escrow shall be automatically terminated and of no force and effect, (d) Buyer and Seller shall each pay one-half (1/2) of any Escrow termination fees, (e) provided the Deposit has been returned to Buyer, Buyer shall record in the Official Records of the County Recorder of Santa Xxxx County, at the request of and at no cost to Seller, a Termination of Purchase Agreement setting forth that the Agreement (as set forth in the Memorandum of Agreement) has been terminated and is of no further force and effect; (f) Seller shall have no further obligation to sell to Buyer, and Buyer shall have no further obligation to purchase, the Property, and (g) this Agreement shall terminate and the parties shall have no further obligations hereunder except as provided in Paragraphs 3.4, 6 and 8.14 of this Agreement.
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Failure to Close Without Default. If the Agreement is terminated at or prior to Closing for any reason other than the default of FRP or MRP, which may include the failure of a condition to Closing as long as such failure is not attributable to the default of FRP or MRP, FRP shall have the right to exercise its rights under the Collateral Assignment of Development Work Product by (i) providing written notice of such exercise to MRP, and (ii) reimbursing MRP for its Development Costs as and when provided for in the next sentence. If FRP shall so elect to exercise its rights under the Collateral Assignment of Development Work Product, FRP shall reimburse MRP for all Development Costs incurred by MRP in accordance with the Pre-Development Budget, within thirty (30) days after receipt by FRP of reasonable substantiating documentation. In connection with such reimbursement obligation, MRP shall also have the right to recover interest from FRP on any unpaid portion of such reimbursement amount, calculated at a rate of twelve percent (12%) per annum (which interest shall accrue and be payable from the date such reimbursement was originally due and payable hereunder until the date such reimbursement is actually paid in full), which shall survive any such termination of this Agreement. Notwithstanding the foregoing, this Section 11.3 shall not apply in the event of any termination of this Agreement pursuant to Section 7.2.2 (iii).
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Failure to Close Without Default. If the Close of Escrow does -------------------------------- not occur on or before the Closing Date for any reason other than Seller's or Buyer's breach of or default of its respective obligations hereunder, or if this Agreement is terminated as otherwise set forth herein, then (a) Escrow Holder shall return the Deposit to Buyer and return to the depositor thereof any other funds or other materials then in Escrow Holder's possession (including any portion of the Deposit which is then held by Escrow Holder), (b) the Escrow shall be terminated and of no force and effect, (c) Buyer and Seller shall each pay one-half of any Escrow termination fees, (d) Seller shall have no further obligation to sell to Buyer, and Buyer shall have no further obligation to purchase, the Property, and (e) this Agreement shall terminate and the parties shall have no further obligations hereunder except as provided in Section 3.1.3, 3.1.6 and 6 of this Agreement.
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Related to Failure to Close Without Default

  • Termination Without Default TFC may, at its sole option and discretion, terminate this Contract at any time, for any reason whatsoever, in whole or in part, by giving written notice (the “Notice of Termination”) to Contractor at least thirty (30) days prior to the effective date of termination or reduction in the scope of work. In the event of termination by TFC under this subsection, Contractor shall be governed by the terms and conditions, and shall perform the acts outlined in the following Section 2.3(c) below.

  • Payment Default Borrower fails to (a) make any payment of principal or interest on any Credit Extension on its due date, or (b) pay any other Obligations within three (3) Business Days after such Obligations are due and payable (which three (3) Business Day grace period shall not apply to payments due on the Maturity Date or the date of acceleration pursuant to Section 9.1 (a) hereof). During the cure period, the failure to cure the payment default is not an Event of Default (but no Credit Extension will be made during the cure period);

  • Other Payment Default The Borrower shall default in the payment when and as due (whether at maturity, by reason of acceleration or otherwise) of interest on any Loan or Reimbursement Obligation or the payment of any other Obligation, and such default shall continue for a period of three (3) Business Days.

  • Default; Breach A “Default” is defined as a failure by the Lessee to comply with or perform any of the terms, covenants, conditions or Rules and Regulations under this Lease. A “Breach” is defined as the occurrence of one or more of the following Defaults, and the failure of Lessee to cure such Default within any applicable grace period:

  • Covenant Default (a) Borrower fails or neglects to perform any obligation in Sections 6.2, 6.3, 6.4, 6.6, 6.8, or 6.9, or violates any covenant in Section 7; or

  • Payment Defaults Tenant shall fail to pay any installment of Rent or any other payment hereunder when due; provided, however, that Landlord will give Tenant notice and an opportunity to cure any failure to pay Rent within 3 days of any such notice not more than once in any 12 month period and Tenant agrees that such notice shall be in lieu of and not in addition to, or shall be deemed to be, any notice required by law.

  • Action Upon Certain Failures of the Master Servicer and Upon Event of Default In the event that a Responsible Officer of the Trustee shall have actual knowledge of any action or inaction of the Master Servicer that would become an Event of Default upon the Master Servicer’s failure to remedy the same after notice, the Trustee shall give prompt written notice thereof to the Master Servicer.

  • Action if Other Event of Default If any Event of Default (other than any Event of Default described in clauses (i) through (iv) of Section 9.1(h)) shall occur for any reason, whether voluntary or involuntary, and be continuing, the Lender may, by notice to the Borrower declare all or any portion of the outstanding principal amount of the Loans and other Obligations to be due and payable and/or the Commitments (if not theretofore terminated) to be terminated, whereupon the full unpaid amount of the Loans and other Obligations which shall be so declared due and payable shall be and become immediately due and payable, without further notice, demand or presentment, and the Commitments shall terminate.

  • Repayment on Event of Default When there is an Event of Default, Borrower will, if Bank demands (or, upon the occurrence of an Event of Default under Section 8.5, immediately without notice or demand from Bank) repay all of the Advances. The demand may, at Bank’s option, include the Advance for each Financed Receivable then outstanding and all accrued Finance Charges, the Early Termination Fee, Collateral Handling Fee, attorneys’ and professional fees, court costs and expenses, and any other Obligations.

  • No Payment Default Except for payment delinquencies that have been continuing for a period of not more than 29 days, no payment default under the terms of any Receivable exists as of the Cutoff Date.

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