Purchasers Default Sellers Remedies. If Purchaser wrongfully fails to purchase the Property on the Closing Date in accordance with the terms hereof then Seller, as its sole and exclusive remedy at law or in equity, shall receive the Xxxxxxx Money Deposit from Escrow Agent as liquidated damages. Purchaser and Seller acknowledge and agree that damages which would be sustained by Seller in the event of a breach by Purchaser of its obligations under this Agreement are difficult to determine and in such event that the Xxxxxxx Money Deposit represents a reasonable estimate of such damages and is not intended as a penalty.
Purchasers Default Sellers Remedies. If Purchaser is in material default hereunder (herein referred to as a "Purchaser Default") and fails to cure such default within ten (10) business days after Seller delivers written notice to Purchaser (which cure period shall be extended for a period not exceeding an additional ten (10) business days for any default other than (A) a default in failing to close on the Closing Date as required hereunder, or (b) any other intentional or willful default of Purchaser, provided that such extended cure period shall only apply so long as Purchaser is diligently pursuing the cure of such default during said ten (10) business day period), then:
(i) if a Purchaser Default occurs on or prior to Closing and Seller has notice or is otherwise aware thereof on or prior to Closing, then Seller shall have the right to terminate this Agreement and receive the Deposit, together with the net interest earned thereon, as Seller's sole and exclusive remedy hereunder, this Agreement shall be null and void and neither party shall have any further rights or obligations hereunder (subject, however, to survival of Purchaser's Indemnity and Purchaser's Confidentiality Obligations); and (ii) if a Purchaser Default first occurs after Closing or if Seller first receives notice or otherwise becomes aware thereof after Closing, then Seller may xxx Purchaser for all provable damages of Seller caused by the Purchaser Default, excluding consequential, speculative and punitive damages, and provided further that the total amount of such damages to be collected by Seller as a result of Purchaser's Default shall not exceed $1,000,000. Notwithstanding the foregoing, Purchaser's reproration obligations under Section 6.2 above, Purchaser's indemnification obligations contained in the Assignment and Assumption of Ground Lease, Purchaser's indemnity obligations described in Section 14.3(c) above, Purchaser's Indemnity, Purchaser's Confidentiality Obligations and the losing party's obligation to pay legal fees and costs in accordance with Section 17.10 shall not be subject to any of the limitations described in this Section 15.2. Seller agrees that it will deliver written notice of a Purchaser Default to Purchaser within a reasonable time after Seller obtains actual knowledge of such Purchaser Default. SELLER AND PURCHASER HAVE ACKNOWLEDGED THAT THEY HAVE READ AND SPECIFICALLY NEGOTIATED THE FOREGOING PROVISIONS AND LIMITATIONS ON REMEDIES AFTER CONSULTATION WITH LEGAL COUNSEL OF THEIR RESPECTIVE CHOI...
Purchasers Default Sellers Remedies. (a) Purchaser's Default. Purchaser shall be deemed to be in default hereunder upon the occurrence of any one or more of the following events: (i) any of Purchaser's warranties or representations set forth herein shall be untrue in any material respect when made or at Closing; or (ii) Purchaser shall fail in any material respect to meet, comply with, or perform any covenant, agreement or obligation on its part within the time limits and in the manner required in this Agreement.
Purchasers Default Sellers Remedies a. Purchaser's Default. Purchaser shall be deemed to be in default hereunder upon the occurrence of one of the following events: (i) any of Purchaser's warranties or representations set forth herein shall be untrue in any material respect when made or at Closing; or (ii) Purchaser shall fail to meet, comply with, or perform any covenant, agreement or obligation on its part required within the time limits and in the manner required in this Agreement, which, in either of such events, is not cured by Purchaser within ten (10) days following receipt by Purchaser of written notice of default from Seller.
Purchasers Default Sellers Remedies a. Purchaser shall be deemed to be in default hereunder upon the occurrence of one of the following events: (i) any of Purchaser's warranties or representations set forth herein shall be untrue in any material respect when made or at Closing; or (ii) Purchaser shall fail to meet, comply with, or perform any covenant, agreement or obligation on its part required within the time limits and in the manner required in this Agreement, which, in either of such events, is not cured by Purchaser within ten (10) days following receipt by Purchaser of written notice of default from Seller.
b. In the event Purchaser shall be deemed to be in default hereunder Seller may, at Seller's sole option, do any one or more of the following: (i) terminate this Agreement by written notice delivered to Purchaser on or before the Closing; and/or (ii) enforce specific performance of this Agreement against Purchaser including Seller's reasonable costs and attorneys fees in connection therewith.
Purchasers Default Sellers Remedies. If Purchaser breaches any of the covenants and/or agreements which are to be performed by Purchaser under this Agreement Seller may terminate this Agreement by giving written Notice of Termination to Purchaser, which notice need not be accompanied by any other document or consent of any other party hereto, and in the event of Purchaser default, Seller may enforce specific performance of this Agreement or exercise any other remedy provided under applicable law or in equity including retaining any Property Xxxxxxx Money deposit.
Purchasers Default Sellers Remedies. If Purchaser fails to purchase the Property from Seller in accordance with this Agreement, or breaches any of its duties, obligations, representations or warranties contained in this Agreement in any material respect, Seller shall be entitled to terminate this Agreement and receive the Exxxxxx Money Deposit as liquidated damages and all other claims for losses, damages, costs and expenses being waived hereby. Purchaser and Seller acknowledge and agree that damages which would be sustained by Seller in the event of a breach by Purchaser of its obligations under this Agreement are difficult to determine and in such event that the Exxxxxx Money Deposit represents a reasonable estimate of such damages and is not intended as a penalty.
Purchasers Default Sellers Remedies. If Purchaser fails to perform its obligations hereunder within the time provided herein for any reason other than Seller’s default, Purchaser shall be deemed to be in default hereunder. Seller shall have the right to all remedies to which it may be entitled under law and shall have the right to enforce this Agreement by specific performance against the Purchaser.
Purchasers Default Sellers Remedies. (A) Purchaser’s Default. Purchaser shall be in default hereunder if Purchaser fails to meet, comply with, or perform any covenant, agreement or obligation on its part required within the time limits and in the manner required in this Contract for any reason other than a default by Seller hereunder or termination of this Contract prior to Closing.
Purchasers Default Sellers Remedies. In the event that Purchaser shall be in default hereunder for any reason other than Seller’s default, Seller may deliver a written notice to Purchaser stating with particularity the alleged default of Purchaser, the action required by Purchaser to cure such default and Seller’s intent to terminate this Agreement if the default is not cured. Purchaser shall have ten (10) business days after receipt of such notice to cure the alleged default to Seller’s reasonable satisfaction (and the Closing Date shall be delayed, if necessary, until the end of such ten (10) business day period). In the event such default is not cured within such ten (10) business day period, then Seller may, as Seller’s sole and exclusive remedy for such default, terminate this Agreement by written notice to Purchaser and the Closing Agent. Seller hereby expressly waives its rights to seek damages in the event of Purchaser’s default hereunder.
