INABILITY TO CONVEY TITLE Sample Clauses

INABILITY TO CONVEY TITLE. Should Seller, for any reason whatsoever, except for a willful default, be unable to convey and transfer title to the Premises to the Purchaser in accordance with the terms of this Contract, Seller’s sole liability shall be limited to the refund of all moneys paid on account of this Contract by Purchaser, in which event, this Contract shall be null and void and the parties shall have no further liability, obligation and/or responsibility to the other.
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INABILITY TO CONVEY TITLE. If Seller is unable to convey title at Closing in accordance with the requirements of this Agreement, Buyer shall have as its exclusive remedy the option: (1) Of taking such title to the Premises as Seller is able to convey without abatement of the Purchase Price; or (2) Of terminating Buyer’s obligations under this Agreement, in which event the Escrow Agent shall refund the Deposit to Buyer and this Agreement shall be null and void and neither party shall have any further obligations hereunder.
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INABILITY TO CONVEY TITLE. In the event Seller is unable to convey good and marketable title to the Real Estate to Buyer and such as will be insured by the Title Policy (subject to the Permitted Conditions of Title), Buyer shall have the option of (a) waiving its right to terminate this Agreement due to the state of title and taking such title as Seller can give without abatement of the Purchase Price, except that any existing liens or encumbrances which can be removed by the payment of money shall be paid and discharged by Seller prior to Closing, or (b) terminating this Agreement, in which event the Escrow Agent shall return the Deposit, together with all interest earned thereon, to Buyer, Seller shall reimburse Buyer for any Title Insurer charges incurred and additional out-of-pocket costs not to exceed Fifty Thousand Dollars ($50,000), this Agreement shall become null and void, and neither party shall have any further obligations hereunder, provided, however, that if the inability to convey title is due to the breach by Seller of any of its obligations hereunder, then Buyer's remedies with respect thereto shall not be limited by the foregoing provisions of this Section 4.2, and Buyer's remedies in respect thereof shall be as described in Section 10A.
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INABILITY TO CONVEY TITLE. If Seller is unable to convey title to the Property in accordance with the requirements of Section 5, Buyer shall have the option of: (i) taking such title to the Property as Seller can convey, with abatement of the Purchase Price to the extent of any liens or encumbrances of a fixed or ascertainable amount; or (ii) terminating Buyer's obligations under this Agreement. If Buyer terminates its obligations pursuant to clause (ii) above, there shall be no further liability or obligation on the part of the Buyer or Seller and this Agreement shall terminate.
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INABILITY TO CONVEY TITLE. 6 5. Closing; Fees and Adjustments.. . . . . . . . . . . . . . .6 5.1
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INABILITY TO CONVEY TITLE. In the event Contributor is unable to convey good and marketable title to the Real Estate to Partnership such as will be insured by the Title Policy, subject only to the Permitted Conditions of Title, then, as Partnership's sole and exclusive remedy, Partnership shall have the option of either (a) waiving its right to terminate this Agreement due to the state of title and taking such title as Contributor can give without abatement of the OP Unit Amount, except that any existing liens or encumbrances which can be removed by the payment of money (excluding the Existing Mortgage) shall be paid and discharged by Contributor prior to Closing, or (b) terminating this Agreement, in which event the Title Insurer shall return the Deposit to Partnership, this Agreement shall become null and void, and neither party shall have any further obligations hereunder; provided, however, that if the inability to convey title is due to the breach by Contributor of any of its obligations hereunder, then Partnership's remedies shall not be limited to termination of this Agreement and return of the Deposit, and Partnership may exercise the remedies available to Partnership as described in Section 11 hereof.
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Related to INABILITY TO CONVEY TITLE

  • Notice to Contractor The Contractor is required to submit Certificates of Insurance acceptable to the State as evidence of insurance coverage requirements prior to commencing work under this Contract. Contractor shall not commence work under the contract until they have obtained all the insurance described below and the State has approved such insurance. Contractor shall maintain such insurance in force and effect throughout the term of this Contract, unless otherwise specified in this Contract The failure of the Contractor to provide a Certificate of Insurance, for the policies required under this Contract or renewals thereof, or failure of the insurance company to notify the State of the cancellation of policies required under this Contract shall not constitute a waiver by the State to the Contractor to provide such insurance. The State reserves the right to immediately terminate this Contract if the Contractor is not in compliance with the insurance requirements and retains all rights to pursue any legal remedies against the Contractor. All insurance policies must be open to inspection by the State, and copies of policies must be submitted to the State’s Authorized Representative upon written request.

  • INSURANCE COMPANY NOT A PARTY TO THIS AGREEMENT The Insurer shall not be deemed a party to this Agreement, but will respect the rights of the parties as herein developed upon receiving an executed copy of this Agreement. Payment or other performance in accordance with the policy provisions shall fully discharge the Insurer from any and all liability.

  • Condition to Contract As a condition to this Agreement, Contractor shall execute the “Chapter 12B Declaration: Nondiscrimination in Contracts and Benefits” form (form HRC-12B-101) with supporting documentation and secure the approval of the form by the San Francisco Human Rights Commission.

  • Right to Convert In addition to and without limiting the rights of the holder under the terms of this Warrant, the holder shall have the right to convert this Warrant or any portion thereof (the “Conversion Right”) into Shares as provided in this Section 10.2 at any time or from time to time during the term of this Warrant. Upon exercise of the Conversion Right with respect to a particular number of Shares subject to this Warrant (the “Converted Warrant Shares”), the Company shall deliver to the holder (without payment by the holder of any exercise price or any cash or other consideration) that number of fully paid and nonassessable Shares as is determined according to the following formula: X = B - A Where: X = the number of Shares that shall be issued to holder Y = the fair market value of one Share A = the aggregate Warrant Price of the specified number of Converted Warrant Shares immediately prior to the exercise of the Conversion Right (i.e., the number of Converted Warrant Shares multiplied by the Warrant Price) B = the aggregate fair market value of the specified number of Converted Warrant Shares (i.e., the number of Converted Warrant Shares multiplied by the fair market value of one Converted Warrant Share) No fractional Shares shall be issuable upon exercise of the Conversion Right, and, if the number of Shares to be issued determined in accordance with the foregoing formula is other than a whole number, the Company shall pay to the holder an amount in cash equal to the fair market value of the resulting fractional Share on the Conversion Date (as hereinafter defined). For purposes of Section 10 of this Warrant, Shares issued pursuant to the Conversion Right shall be treated as if they were issued upon the exercise of this Warrant.

  • Authority to Contract Each Party represents and warrants that it has full right, power and authority to enter into and perform its obligations under this Agreement, and that the person signing this Agreement is duly authorized to enter into this Agreement on its behalf.

  • Legal Action Notice A prompt report of any legal actions pending or threatened in writing against Borrower or any of its Subsidiaries that could result in damages or costs to Borrower or any of its Subsidiaries of, individually or in the aggregate, One Hundred Thousand Dollars ($100,000) or more; and

  • Notice to Purchaser DO NOT SIGN THIS CONTRACT UNTIL YOU READ IT OR IF IT CONTAINS BLANK SPACES.

  • Freedom to Contract The Executive represents that he is free to enter into this Agreement and carry out his obligations hereunder without any conflict with any prior agreements, and that he has not made and will not make any agreement in conflict with this Agreement.

  • Agreement to Continue in Force Both Parties shall adhere fully to the terms of this Agreement during the period of bona fide collective bargaining.

  • NOTICE TO BUYER Do not sign this agreement before you read it or if it contains any blank spaces. This is a legal instrument. All pages of this contract are binding. Read both sides of all pages before signing. You are entitled to an exact copy of the agreement, school catalog, and any other papers you may sign, and are required to sign a statement acknowledging receipt of those.

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