LIQUIDATED DAMAGES - DEPOSIT Sample Clauses

LIQUIDATED DAMAGES - DEPOSIT. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IF (i) BUYER DEFAULTS HEREUNDER, OR (ii) NEITHER PARTY HAS TERMINATED THIS AGREEMENT PURSUANT TO AN EXPRESS RIGHT TO DO SO GRANTED HEREIN AND THE SALE OF THE PROPERTY TO BUYER IS NOT CONSUMMATED FOR ANY REASON OTHER THAN SELLER’S DEFAULT UNDER THIS AGREEMENT OR ITS INABILITY TO COMPLY WITH THE TERMS HEREOF, THEN SELLER MAY TERMINATE THE AGREEMENT AND RECEIVE THE DEPOSIT FROM TITLE COMPANY AS SELLER’S LIQUIDATED DAMAGES. THE PARTIES AGREE THAT IT WOULD BE IMPRACTICABLE AND EXTREMELY DIFFICULT TO ASCERTAIN THE ACTUAL DAMAGES SUFFERED BY SELLER AS A RESULT OF BUYER’S DEFAULT OR FAILURE TO COMPLETE THE PURCHASE OF THE PROPERTY PURSUANT TO THIS AGREEMENT, AND THAT UNDER THE CIRCUMSTANCES EXISTING AS OF THE DATE OF THIS AGREEMENT, THE LIQUIDATED DAMAGES PROVIDED FOR IN THIS SECTION REPRESENT A REASONABLE ESTIMATE OF THE DAMAGES WHICH SELLER WILL INCUR AS A RESULT OF SUCH FAILURE AND SELLER ACKNOWLEDGES AND AGREES THAT THE RECEIPT OF SAID LIQUIDATED DAMAGES SHALL BE SELLER’S SOLE AND EXCLUSIVE REMEDY; PROVIDED, HOWEVER, THAT THIS PROVISION SHALL NOT LIMIT SELLER’S RIGHTS UNDER SECTION 14.2 TO RECEIVE REIMBURSEMENT FOR ATTORNEYS’ FEES, NOR WAIVE OR AFFECT SELLER’S RIGHTS AND BUYER’S INDEMNITY OBLIGATIONS UNDER OTHER SECTIONS OF THIS AGREEMENT. THE PARTIES ACKNOWLEDGE THAT THE PAYMENT OF SUCH LIQUIDATED DAMAGES IS NOT INTENDED AS A FORFEITURE OR PENALTY. NOTWITHSTANDING THE FOREGOING, IF THE FOREGOING LIQUIDATED DAMAGES CLAUSE IS FOR ANY REASON HELD TO BE UNENFORCEABLE, THEN SELLER SHALL HAVE THE RIGHT TO ELECT TO RECOVER ITS ACTUAL DAMAGES AND SELLER SHALL HAVE ALL OTHER RIGHTS AND REMEDIES AGAINST BUYER PROVIDED AT LAW AND IN EQUITY, AND SELLER SHALL HAVE THE RIGHT TO REQUIRE THAT BUYER SPECIFICALLY PERFORM BUYER’S OBLIGATIONS UNDER THIS AGREEMENT. SELLER HAS GIVEN BUYER MATERIAL CONCESSIONS REGARDING THIS TRANSACTION IN EXCHANGE FOR BUYER AGREEING TO THE PROVISIONS OF THIS SECTION 8.1. THE TERMS AND PROVISIONS OF THIS SECTION 8.1 SHALL SURVIVE THE CLOSING OR THE TERMINATION OF THIS AGREEMENT FOR ANY REASON. SELLER AND BUYER HAVE EACH INITIALED THIS SECTION 8.1 TO FURTHER INDICATE THEIR AWARENESS AND ACCEPTANCE OF EACH AND EVERY PROVISION HEREOF. WJD SW SELLER’S INITIALS BUYER’S INITIALS
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LIQUIDATED DAMAGES - DEPOSIT. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IF BUYER HAS NOT TERMINATED THIS AGREEMENT PRIOR TO THE EXPIRATION OF THE APPROVAL PERIOD AND IF THE SALE OF THE PROPERTY TO BUYER IS NOT CONSUMMATED DUE TO A MATERIAL DEFAULT OF BUYER, SELLER SHALL BE ENTITLED TO THE DEPOSIT (“Entitlements”), and take actions to satisfy the Conditions Precedent for Tax Credits, Tax-Exempt Bonds and Re-Zoning. Seller hereby irrevocably authorizes Buyer and its agents to make all inquiries with and applications to any third party, including any governmental authority, as Buyer may reasonably require in connection with the Entitlements, Tax Credits, Tax-Exempt Bonds and Re-Zoning. Seller agrees to reasonably cooperate with Buyer, including but not limited to, joining in applications and executing documents reasonably necessary to allow Buyer to pursue and obtain Entitlements, Tax Credits, Tax-Exempt Bonds and Re-Zoning, provided that in no event shall Seller execute documentation or take action with respect to Entitlements, Tax Credits, Tax-Exempt Bonds and Re-Zoning that will be binding on the Property, without the prior written consent of Buyer.
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LIQUIDATED DAMAGES - DEPOSIT. 49 12.2 LIQUIDATED DAMAGES/RELEASED DEPOSIT . . . . . . . . . . . . . . . . 50 13. MISCELLANEOUS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51 13.1 Assignment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52 13.2 Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52 13.3 Confidentiality . . . . . . . . . . . . . . . . . . . . . . . . . . 53
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LIQUIDATED DAMAGES - DEPOSIT. IF BUYER DEFAULTS IN ITS OBLIGATION TO CLOSE THE PURCHASE OF THE PROPERTY ON THE CLOSING DATE AND SUCH BREACH IS NOT OTHERWISE EXCUSED, SELLER SHALL HAVE THE RIGHT TO RETAIN THE INITIAL DEPOSIT (PLUS ALL INTEREST ACCRUED THEREON), AND THE ADDITIONAL DEPOSIT, IF MADE (AND ALL INTEREST ACCRUED THEREON), AS FULL, AGREED AND LIQUIDATED DAMAGES. THE PARTIES ACKNOWLEDGE AND AGREE BY INITIALING THIS SECTION 12.1 THAT:
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Related to LIQUIDATED DAMAGES - DEPOSIT

  • Liquidated Damages The Company’s obligations to pay any partial liquidated damages or other amounts owing under the Transaction Documents is a continuing obligation of the Company and shall not terminate until all unpaid partial liquidated damages and other amounts have been paid notwithstanding the fact that the instrument or security pursuant to which such partial liquidated damages or other amounts are due and payable shall have been canceled.

  • Late Charge If a payment is 10 days or more late, Borrower will be charged 5.000% of the unpaid portion of the regularly scheduled payment.

  • Default Payment Following the occurrence and during the continuance of an Event of Default, the Holder, at its option, may demand repayment in full of all obligations and liabilities owing by Company to the Holder under this Note, the Purchase Agreement and/or any other Related Agreement and/or may elect, in addition to all rights and remedies of the Holder under the Purchase Agreement and the other Related Agreements and all obligations and liabilities of the Company under the Purchase Agreement and the other Related Agreements, to require the Company to make a Default Payment (“Default Payment”). The Default Payment shall be 130% of the outstanding principal amount of the Note, plus accrued but unpaid interest, all other fees then remaining unpaid, and all other amounts payable hereunder. The Default Payment shall be applied first to any fees due and payable to the Holder pursuant to this Note, the Purchase Agreement, and/or the other Related Agreements, then to accrued and unpaid interest due on this Note and then to the outstanding principal balance of this Note. The Default Payment shall be due and payable immediately on the date that the Holder has exercised its rights pursuant to this Section 2.3.

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