Optionee's Remedies. Upon Optionor's default under this Agreement, and provided Optionee is not in default under this Agreement, Optionee may waive such default and proceed in accordance with the terms of this Agreement (including, without limitation, Section 1.2.3) or pursue Optionee's remedies provided for in this Agreement, including that (a) Optionee may terminate the Option by notice to Optionor and Escrow Agent, whereupon any unapplied portion of the Deposit shall be immediately returned to Optionee, and Optionor shall promptly pay to Optionee an amount equal to the sum of any unapplied Premium Credit(s), the actual fees, costs and expenses incurred by Optionee in connection with this Agreement, and any other amounts then due and owing under this Agreement, or (b) proceed with any remedies available to Optionee at law or in equity, which may, without limitation, include the bringing of an action against Optionor for specific performance and/or recovery of the Deposit, any unapplied Premium Credit(s), and any other damages suffered or incurred by Optionee as a result of Optionor's default under this Agreement. Nothing in this Section 10 shall limit or prevent Optionee from enforcing Optionor's obligations and liabilities that survive the termination of the Option and this Agreement. In addition to the remedies provided above, if Colonial fails to pay Optionee any amount which may become payable to Optionee pursuant to this Agreement, then interest shall accrue thereon at the rate of LIBOR plus ten percent (10%) per annum until such amount is paid in full and in addition to any other remedy which Optionee may be entitled to, Optionee shall be entitled to offset such amounts against any amounts payable by Optionee pursuant to this Agreement or the Master Agreement.
Optionee's Remedies. Upon failure of Optionor to materially comply with all material terms contained in this Agreement, Optionee, at its sole option and in addition to any other remedies it may have at law or equity, may (i) enforce specific performance, or (ii) terminate this Agreement.
Optionee's Remedies. Except for any breaches waived in writing by Optionee, if Optionor has breached any of Optionor's covenants or obligations under this Agreement or has failed, refused or is unable to consummate the Transaction by the date of the Closing when and as required to do so hereunder, then Optionee shall have the right to bring an action at law or in equity seeking the specific performance of the obligations of Optionor hereunder and in addition thereto or in lieu thereof, Optionee may avail itself of any other remedies available at law or in equity on account of such breach, provided, however, the amount of money damages that Optionee may recover from Optionor on account of such breach shall not exceed One Hundred Thousand Dollars ($100,000.00).
Optionee's Remedies. Optionee acknowledges the County would not have entered into this Agreement if the County were subject to damages. Notwithstanding any other provision in this Agreement, Optionee hereby waives any and all causes of action, except for specific performance, including, but not limited to, for monetary damages which arise out of or are related to this Agreement.
Optionee's Remedies. If the Close of Escrow does not occur because of an uncured material default by Optionor under this Agreement at the Close of Escrow, Optionee’s sole and exclusive remedies shall be to either (i) terminate this Agreement by delivery of notice of termination to Optionor, whereupon Optionor shall cause Escrow Holder to return to Optionee the Option Payment, any applicable Option Extension Payment, and the Exercise Deposit and all interest accrued thereon or (ii) continue this Agreement pending Optionee’s action for specific performance.
Optionee's Remedies. If Optionor fails to timely deliver the Optionor’s Closing Documents, Optionee’s sole and exclusive remedies will be to cancel and withdraw from the Option Agreement and the Escrow, or seek to enforce the Option Agreement and purchase of the Property by an action for the specific enforcement; provided, however, that upon a judicial finding that specific performance is not an available remedy due to an ultra xxxxx act of Optionor, then Optionee may pursue damages remedies against Optionor. Any limitations period with regard to the aforementioned damages remedies will be tolled upon the filing of any action for specific performance by Optionee and will remain tolled until the aforementioned judicial finding.
Optionee's Remedies. Except for any breaches waived in writing by Optionee, if Optionor has breached any of Optionor's covenants or obligations under this Agreement or has breached any of Optionor's representations or warranties hereunder or has failed, refused or is unable to consummate the Transaction by the date of the Closing when and as required to do so hereunder, then Optionee shall have the right to bring an action at law or in equity seeking the specific performance of the obligations of Optionor hereunder and in addition thereto or in lieu thereof, Optionee may avail itself of any other remedies available at law or in equity on account of such breach, provided, however, the amount of money damages that Optionee may recover from Optionor on account of such breach shall not exceed ten percent (10%) of the amount of the Purchase Price, except in the case of a breach of a representation or warranty which shall be governed by Section 10.1.
Optionee's Remedies. The parties recognize that if, prior to Closing, either Tribune or Tribune Denver breaches this Agreement and refuses to perform under the provisions of this Agreement, monetary damages alone would not be adequate to compensate Optionee for its injury. Optionee shall therefore be entitled, in addition to any other remedies that may be available (including, but not limited to, the provisions of Section 10.1 (relating to indemnification)), to obtain specific performance of the terms of this Agreement prior to Closing. If any action is brought by Optionee to enforce this Agreement, whether prior to or following the Closing, Tribune and Tribune Denver shall waive the defense in any such action that there is an adequate remedy at law and interpose no opposition, legal or otherwise, as to the propriety of specific performance as a remedy hereunder, and Tribune and Tribune Denver agree that Optionee shall have the right to seek specific performance without being required to prove actual damages, post bond, or furnish other security. Following the Closing, Optionee shall be entitled, in addition to any other remedies that may be available, to seek specific performance of the terms of this Agreement. This Section 11.3 shall not limit Optionee’s ability to seek damages in the event Optionee elects to terminate this Agreement as a result of either Tribune’s or Tribune Denver’s default hereunder instead of seeking specific performance.
Optionee's Remedies. In the event of a breach of this Agreement by Optionor, Optionee may exercise any remedies provided by law or equity and those, if any, set forth in this Agreement, including without limitation the right to specific performance and damages.
Optionee's Remedies. Except as otherwise specifically provided in this Agreement, in the event that: (A)
(1) Owner fails or refuses to comply with any of Owner’s obligations hereunder, or (2) there is a material breach of any representation(s) or warranty(ies) by Owner or failure of any condition precedent to Optionee’s obligations hereunder; and (B) Optionee is not in default of its material obligations hereunder, then Optionee may elect one of the following options to be exercised by or on behalf of Optionee, as Optionee's sole and exclusive remedy, and subject to the qualifications hereinafter set forth:
(a) to terminate this Agreement by giving Owner written notice of such election; or
(b) to waive, prior to or at the Closing and after any cure period, the applicable objection or condition and proceed to close the transaction contemplated hereby in accordance with the remaining terms hereof; or
(c) in the event of a failure or refusal by Owner to comply with any of Owner’s obligations hereunder, to seek to enforce specific performance by Owner of its obligations under this Agreement and the Purchase and Sale Agreement.
