Common use of Remedies for Breach of Agreement Clause in Contracts

Remedies for Breach of Agreement. In addition to other rights and remedies that Lender may have, upon discovery by either Mortgage Broker or Lender of any breach of any representation, warranty or covenant of this Agreement, the party discovering the breach shall promptly notify the other. Within thirty (30) days after discovery by or notice to Mortgage Broker of any breach, Mortgage Broker shall promptly cure such breach to the reasonable satisfaction of Lender. Notwithstanding the cure period set forth above, in the event of a breach of representation, or warranty, or covenant of this Agreement which in the reasonable judgment of Lender cannot be cured within such thirty (30) day time period, or if Lender is required to repurchase a Loan sold to an investor due to a deficiency in or omission with respect to such loan which is attributable to Mortgage Broker then Mortgage Broker shall purchase such loan for the “Repurchase Price”. The Repurchase Price shall be an amount equal to the sum of (a) the current unpaid principal balance of the Loan at the time of repurchase (or at the time of the foreclosure sale date if the related loan has been foreclosed), (b) accrued but unpaid interest on such principal balance at the Note rate from the paid-to date of the Loan through and including the last day of the month in which the Repurchase Price is paid, (c) all costs and expenses, including without limitation, reasonable attorneys’ fees and expenses, incurred by Lender as a result of Mortgage Broker’s breach of this Agreement or enforcing the terms of this Agreement or Mortgage Broker’s obligation to repurchase the Loan, (d) any premium paid by Lender in excess of the principal balance of the Loan at the time of purchase (excluding the service release premium) if Lender has not sold the Loan at the time of Mortgage Broker’s repurchase or if Lender has sold the Loan and it is required to reimburse the purchaser, the premium that the purchaser paid to Lender, (e) any unreimbursed advances made by Lender, including without limitation taxes or insurance or payments authorized by the Note or the mortgage or applicable law to protect Lender’s interest in the Loan or related property and (f) any other fees, costs or amounts relating thereto. The Repurchase Price shall be reduced by (a) any proceeds of mortgage insurance collected by Lender with respect to the Loan that have not been applied to the unpaid principal balance; and (b) if the Loan has been foreclosed and the property has been sold to a third party, the proceeds of the sale price received by Lender net of all advances, costs and expenses, including but not limited to reasonable attorneys’ fees and expenses, incurred by Lender in connection with such sale. It is agreed by the parties that Mortgage Broker's repurchase obligation shall not be obviated by the fact that the property securing the Loan has been foreclosed upon and said property has been acquired by Lender or a third party. The repurchase obligation encompasses the repurchase of the property from Lender if Lender has acquired the property, or, if a third party has acquired the property, reimbursing Lender as set forth herein. Notwithstanding anything to the contrary, in no event shall a full credit bid made by Lender, its successors or assigns, or any related party, at a foreclosure sale of any Loan affect in any way the rights and remedies of Lender or the obligations of Mortgage Broker under this Agreement, including without limitation the obligations of Mortgage Broker to repurchase and indemnify Lender as provided herein.

Remedies for Breach of Agreement. (a) In addition the event this Agreement is terminated by VCDS as a result of the failure of BURLINGTON to timely provide to VCDS the LOC as set forth in Section 2(b), the Deposit shall be paid to VCDS by Escrow Agent as liquidated damages and BURLINGTON shall have no other rights liability hereunder. (b) In the event BURLINGTON fails to pay the Escrow Agent the remaining balance of the BURLINGTON Purchase Price as provided in Section 2(a)(ii) or fails to deliver the documents required to be delivered pursuant to Sections 6.3 and 6.5 with respect to the SSC Leases and the SSC Assigned Leases as provided in Section 10.3(b) by the Closing Date, VCDS may draw upon the LOC as provided in Section 2(b), and the Closing will proceed as if the payment under Section 2(a)(ii) had been made and such default by BURLINGTON shall be deemed waived by VCDS. (c) In the event of a default under the Agreement by BURLINGTON, in lieu of the remedies that Lender provided in Section 11.3(b) above, VCDS shall be entitled to all remedies to which it may havebe entitled in equity or at law, upon discovery by either Mortgage Broker including specific performance of the terms hereof, or Lender of any breach of any representation, warranty or covenant termination of this Agreement, in which case VCDS shall have the party discovering right to receive the breach shall promptly notify entire Deposit as liquidated damages and not as a penalty. Provided, however, if the other. Within thirty (30) days after discovery default by BURLINGTON is the failure of BURLINGTON or notice the Applicable BURLINGTON Entity to Mortgage Broker comply with a condition of any breachClosing, Mortgage Broker shall promptly cure such breach in addition to the reasonable satisfaction of Lender. Notwithstanding the cure period set forth remedies available to VCDS under Section 11.3(b) above, in such default shall not be deemed waived and VCDS shall also be entitled to specific performance of the terms of this Agreement. (d) In the event of a breach default under this Agreement by any VCDS Tenant or SSC, BURLINGTON shall be entitled to all remedies to which it may be entitled in equity or at law, including specific performance of representationthe terms hereof, or warranty, or covenant termination of this Agreement which in the reasonable judgment of Lender cannot be cured within such thirty (30) day time period, or if Lender is required to repurchase a Loan sold to an investor due to a deficiency in or omission with respect to such loan which is attributable to Mortgage Broker then Mortgage Broker shall purchase such loan for the “Repurchase Price”. The Repurchase Price shall be an amount equal to the sum of (a) the current unpaid principal balance and return of the Loan at the time of repurchase (or at the time of the foreclosure sale date if the related loan has been foreclosed), (b) accrued but unpaid interest on such principal balance at the Note rate from the paid-to date of the Loan through and including the last day of the month in which the Repurchase Price is paid, (c) all costs and expenses, including without limitation, reasonable attorneys’ fees and expenses, incurred by Lender as a result of Mortgage Broker’s breach of this Agreement or enforcing the terms of this Agreement or Mortgage Broker’s obligation to repurchase the Loan, (d) any premium paid by Lender in excess of the principal balance of the Loan at the time of purchase (excluding the service release premium) if Lender has not sold the Loan at the time of Mortgage Broker’s repurchase or if Lender has sold the Loan and it is required to reimburse the purchaser, the premium that the purchaser paid to Lender, (e) any unreimbursed advances made by Lender, including without limitation taxes or insurance or payments authorized by the Note or the mortgage or applicable law to protect Lender’s interest in the Loan or related property and (f) any other fees, costs or amounts relating thereto. The Repurchase Price shall be reduced by (a) any proceeds of mortgage insurance collected by Lender with respect to the Loan that have not been applied to the unpaid principal balance; and (b) if the Loan has been foreclosed and the property has been sold to a third party, the proceeds of the sale price received by Lender net of all advances, costs and expenses, including but not limited to reasonable attorneys’ fees and expenses, incurred by Lender in connection with such sale. It is agreed by the parties that Mortgage Broker's repurchase obligation shall not be obviated by the fact that the property securing the Loan has been foreclosed upon and said property has been acquired by Lender or a third party. The repurchase obligation encompasses the repurchase of the property from Lender if Lender has acquired the property, or, if a third party has acquired the property, reimbursing Lender as set forth herein. Notwithstanding anything to the contrary, in no event shall a full credit bid made by Lender, its successors or assigns, or any related party, at a foreclosure sale of any Loan affect in any way the rights and remedies of Lender or the obligations of Mortgage Broker under this Agreement, including without limitation the obligations of Mortgage Broker to repurchase and indemnify Lender as provided hereinDeposit.

Remedies for Breach of Agreement. In addition to other rights and remedies that Lender may have, upon discovery by either Mortgage Broker or Lender of any breach of any representation, warranty or covenant of this Agreement, the party discovering the breach shall promptly notify the other. Within thirty (30) days after discovery by or notice to Mortgage Broker of any breach, Mortgage Broker shall promptly cure such breach to the reasonable satisfaction of Lender. Notwithstanding the cure period set forth above, in the event of a breach of representation, or warranty, or covenant of this Agreement which in the reasonable judgment of Lender cannot be cured within such thirty (30) day time period, or if Lender is required to repurchase a Loan loan sold to an investor due to a deficiency in or omission with respect to such loan which is attributable to Mortgage Broker then Mortgage Broker shall purchase such loan for the “Repurchase Price”. The Repurchase Price shall be an amount equal to the sum of (ai) the current unpaid principal balance of the Loan loan at the time of repurchase (or at the time of the foreclosure sale date if the related loan has been foreclosed), (bii) accrued but unpaid interest on such principal balance at the Note rate from the paid-to date of the Loan loan through and including the last day of the month in which the Repurchase Price is paid, (ciii) all costs and expenses, including without limitation, reasonable attorneys’ fees and expenses, incurred by Lender as a result of Mortgage Broker’s breach of this Agreement or enforcing the terms of this Agreement or Mortgage Broker’s obligation to repurchase the Loanloan, (div) any premium paid by Lender in excess of the principal balance of the Loan loan at the time of purchase (excluding the service release premium) if Lender has not sold the Loan loan at the time of Mortgage Broker’s repurchase or if Lender has sold the Loan loan and it is required to reimburse the purchaser, the premium that the purchaser paid to Lender, (ev) any unreimbursed advances made by Lender, including without limitation taxes or insurance or payments authorized by the Note or the mortgage or applicable law to protect Lender’s interest in the Loan loan or related property and (fvi) any other fees, costs or amounts relating thereto. The Repurchase Price shall be reduced by (ai) any proceeds of mortgage insurance collected by Lender with respect to the Loan loan that have not been applied to the unpaid principal balance; and (bii) if the Loan loan has been foreclosed and the property has been sold to a third party, the proceeds of the sale price received by Lender net of all advances, costs and expenses, including but not limited to reasonable attorneys’ fees and expenses, incurred by Lender in connection with such sale. It is agreed by the parties that Mortgage Broker's repurchase obligation shall not be obviated by the fact that the property securing the Loan loan has been foreclosed upon and said property has been acquired by Lender or a third party. The repurchase obligation encompasses the repurchase of the property from Lender if Lender has acquired the property, or, if a third party has acquired the property, reimbursing Lender as set forth herein. Notwithstanding anything to the contrary, in no event shall a full credit bid made by Lender, its successors or assigns, or any related party, at a foreclosure sale of any Loan loan affect in any way the rights and remedies of Lender or the obligations of Mortgage Broker under this Agreement, including without limitation the obligations of Mortgage Broker to repurchase and indemnify Lender as provided herein. Broker further agrees that the fact that Lender has or has not exercised its right to contact Applicant(s) under Section 2.5 and/or its rights under Section 7 shall not be a defense to any remedy of Lender under this Section 6 or to Broker's obligation to indemnify Lender under Sections 7 or 8.

Remedies for Breach of Agreement. In addition to other rights and remedies that Lender may have, upon discovery by either Mortgage Broker or Lender of any breach of any representation, warranty or covenant of this Agreement, the party discovering the breach shall promptly notify the other. Within thirty (30) days after discovery by or notice to Mortgage Broker of any breach, Mortgage Broker shall promptly cure such breach to the reasonable satisfaction of Lender. Notwithstanding the cure period set forth above, in the event of a breach of representation, or warranty, or covenant of this Agreement which in the reasonable judgment of Lender cannot be cured within such thirty (30) day time period, or if Lender is required to repurchase a Loan loan sold to an investor due to a deficiency in or omission with respect to such loan which is attributable to Mortgage Broker then Mortgage Broker shall purchase such loan for the “Repurchase Price”. .” The Repurchase Price shall be an amount equal to the sum of (ai) the current unpaid principal balance of the Loan loan at the time of repurchase (or at the time of the foreclosure sale date if the related loan has been foreclosed), (bii) accrued but unpaid interest on such principal balance at the Note rate from the paid-to date of the Loan loan through and including the last day of the month in which the Repurchase Price is paid, (ciii) all costs and expenses, including without limitation, reasonable attorneys’ fees and expenses, incurred by Lender Xxxxxx as a result of Mortgage Broker’s breach of this Agreement or enforcing the terms of this Agreement or Mortgage Broker’s obligation to repurchase the Loanloan, (div) any premium paid by Lender in excess of the principal balance of the Loan loan at the time of purchase (excluding the service release premium) if Lender has not sold the Loan loan at the time of Mortgage Broker’s repurchase or if Lender has sold the Loan loan and it is required to reimburse the purchaser, the premium that the purchaser paid to Lender, (ev) any unreimbursed advances made by LenderXxxxxx, including without limitation taxes or insurance or payments authorized by the Note or the mortgage or applicable law to protect LenderXxxxxx’s interest in the Loan loan or related property and (fvi) any other fees, costs or amounts relating thereto. The Repurchase Price shall be reduced by (ai) any proceeds of mortgage insurance collected by Lender Xxxxxx with respect to the Loan loan that have not been applied to the unpaid principal balance; and (b) if the Loan has been foreclosed and the property has been sold to a third party, the proceeds of the sale price received by Lender net of all advances, costs and expenses, including but not limited to reasonable attorneys’ fees and expenses, incurred by Lender in connection with such sale. It is agreed by the parties that Mortgage Broker's repurchase obligation shall not be obviated by the fact that the property securing the Loan has been foreclosed upon and said property has been acquired by Lender or a third party. The repurchase obligation encompasses the repurchase of the property from Lender if Lender has acquired the property, or, if a third party has acquired the property, reimbursing Lender as set forth herein. Notwithstanding anything to the contrary, in no event shall a full credit bid made by Lender, its successors or assigns, or any related party, at a foreclosure sale of any Loan affect in any way the rights and remedies of Lender or the obligations of Mortgage Broker under this Agreement, including without limitation the obligations of Mortgage Broker to repurchase and indemnify Lender as provided herein.and

Remedies for Breach of Agreement. In addition to other rights and remedies that Lender may have, upon discovery by either Mortgage Broker the event Melton breaches or Lender of in any breach of way xxxxxxes any representation, warranty or covenant provision of this Agreement, including specifically the party discovering the breach shall promptly notify the other. Within thirty (30) days after discovery by or notice Covenant Not to Mortgage Broker of any breach, Mortgage Broker shall promptly cure such breach to the reasonable satisfaction of Lender. Notwithstanding the cure period Compete set forth in Paragraph 7 above, in addition to all the event of a remedies available to Amwest Surety at law and in equity, Amwest Surety shall be entitled immediately: a) to cease making any further payments set forth in Paragraph 2 above, b) to provide Melton with notice that he will xxxxxit any unvested Stock Options to which he would otherwise have been entitled under Paragraph 3 herein, and c) to terminate any and all coverage under the plans set forth in Paragraph 4 above, except for COBRA continuation coverage. In addition, Amwest Surety and Melton recognize and acknowledgx xxxx any breach of representationthe Covenant Not to Compete by Melton can not reasonably or xxxxxately compensate Amwest Surety in damages, and that Amwest Surety shall be entitled to injunctive relief, which may include, but not be limited to, restraining Melton from rendering any servixx xxxt would breach the Covenant Not to Compete set forth in Paragraph 7, the arbitration agreement contained in paragraph 10 notwithstanding. No remedy conferred on Amwest Surety by any of the specific provisions in this Agreement, including this Paragraph 8, is intended to be exclusive of any other remedy, and each and every remedy shall be cumulative, and shall be in addition to every other remedy given hereunder or hereafter existing at law or in equity, or warranty, by statute or covenant of this Agreement which in the reasonable judgment of Lender cannot be cured within such thirty (30) day time period, or if Lender is required to repurchase a Loan sold to an investor due to a deficiency in or omission with respect to such loan which is attributable to Mortgage Broker then Mortgage Broker shall purchase such loan for the “Repurchase Price”otherwise. The Repurchase Price election of any one or more remedies by Amwest Surety shall be an amount equal not constitute a waiver of its right to pursue other available remedies. Amwest Surety agrees to provide to Melton notice of breaches of txxx Xgreement by Melton (including reasonable xxxxxxics which form the sum of (abasis for such breach) the current unpaid principal balance 15 days before it shall exercise any of the Loan at the time of repurchase (or at the time of the foreclosure sale date if the related loan has been foreclosed), (b) accrued but unpaid interest on such principal balance at the Note rate from the paid-to date of the Loan through and including the last day of the month in which the Repurchase Price is paid, (c) all costs and expenses, including without limitation, reasonable attorneys’ fees and expenses, incurred by Lender as a result of Mortgage Broker’s breach of this Agreement or enforcing the terms of this Agreement or Mortgage Broker’s obligation to repurchase the Loan, (d) any premium paid by Lender in excess of the principal balance of the Loan at the time of purchase (excluding the service release premium) if Lender has not sold the Loan at the time of Mortgage Broker’s repurchase or if Lender has sold the Loan and it is required to reimburse the purchaser, the premium that the purchaser paid to Lender, (e) any unreimbursed advances made by Lender, including without limitation taxes or insurance or payments authorized by the Note or the mortgage or applicable law to protect Lender’s interest in the Loan or related property and (f) any other fees, costs or amounts relating thereto. The Repurchase Price shall be reduced by (a) any proceeds of mortgage insurance collected by Lender with respect to the Loan that have not been applied to the unpaid principal balance; and (b) if the Loan has been foreclosed and the property has been sold to a third party, the proceeds of the sale price received by Lender net of all advances, costs and expenses, including but not limited to reasonable attorneys’ fees and expenses, incurred by Lender in connection with such sale. It is agreed by the parties that Mortgage Broker's repurchase obligation shall not be obviated by the fact that the property securing the Loan has been foreclosed upon and said property has been acquired by Lender or a third party. The repurchase obligation encompasses the repurchase of the property from Lender if Lender has acquired the property, or, if a third party has acquired the property, reimbursing Lender as remedies set forth herein. Notwithstanding anything to the contraryIf Melton, in no event the opinion of Amwxxx Xxrety, does not fully and completely cure all breaches specified in the notice within 15 days after his receipt of such notice, Amwest Surety shall a full credit bid made be entitled to exercise any or all of its rights set forth in this paragraph in addition to every other right or remedy existing at law or in equity, by Lender, its successors statute or assigns, or any related party, at a foreclosure sale of any Loan affect in any way the rights and remedies of Lender or the obligations of Mortgage Broker under this Agreement, including without limitation the obligations of Mortgage Broker to repurchase and indemnify Lender as provided hereinotherwise.

Remedies for Breach of Agreement. In addition to Executive acknowledges that the Employer and the other rights and remedies that Lender may have, upon discovery by either Mortgage Broker or Lender Released Parties would suffer irreparable harm as a result of any disparagement (described in paragraph 6), unauthorized disclosure, or use of Employer Confidential Information (described in paragraph 11 and the Confidentiality Agreement), and that monetary damages would be insufficient to compensate the Employer for such harm. Therefore, if Executive is in breach of his obligations or any representation, warranty or covenant provision of this Agreement, the party discovering the breach shall promptly notify the other. Within thirty (30) days after discovery by Employer and any other affected Released Party is entitled to seek an injunction or temporary restraining order, without notice to Mortgage Broker Executive, restraining any unauthorized disclosure or use of the Employer’s Confidential Information in addition to any breachother available remedy, Mortgage Broker shall promptly cure including damages. In any such action, if the Employer prevails, Executive agrees to reimburse the prevailing party(ies) for its/their costs and reasonable attorneys’ fees incurred in connection with taking the legal action. Further, Executive acknowledges that any breach of the foregoing would cause damage to the reasonable satisfaction of Lender. Notwithstanding Employer that would be difficult if not impossible to establish and, thus, Executive agrees that he will pay to the cure period set forth aboveEmployer as liquidated damages, in and not as a penalty, the event of a breach of representation, or warranty, or covenant of this Agreement which in the reasonable judgment of Lender cannot be cured within such thirty (30) day time period, or if Lender is required to repurchase a Loan sold to an investor due to a deficiency in or omission with respect to such loan which is attributable to Mortgage Broker then Mortgage Broker shall purchase such loan for the “Repurchase Price”. The Repurchase Price shall be an amount equal to the sum Separation Consideration paid to Executive, and he expressly waives the right to any further Separation Consideration obligations expressly stated in this Agreement. In the event that Executive sues or otherwise institutes, initiates, or participates in any legal proceedings against the Employer or any Released Party for any claim or matter released hereby in violation of this Agreement, (a) the current unpaid principal balance Employer will be relieved of the Loan at the time of repurchase (or at the time of the foreclosure sale date if the related loan has been foreclosed)its obligation to pay any Separation Consideration provided for in this Agreement, (b) accrued but unpaid interest on such principal balance at the Note rate Employer will be entitled to recover from the paid-Executive all Separation Consideration previously paid to date of the Loan through Executive, in addition to all other lawful remedies, and including the last day of the month in which the Repurchase Price is paid, (c) all other provisions of this Agreement will remain in full force and effect; in any such action, if the Executive prevails, then the Employer agrees to reimburse the prevailing party for his costs and expenses, including without limitation, reasonable attorneys’ fees and expenses, incurred by Lender as a result of Mortgage Broker’s breach of this Agreement or enforcing the terms of this Agreement or Mortgage Broker’s obligation to repurchase the Loan, (d) any premium paid by Lender in excess of the principal balance of the Loan at the time of purchase (excluding the service release premium) if Lender has not sold the Loan at the time of Mortgage Broker’s repurchase or if Lender has sold the Loan and it is required to reimburse the purchaser, the premium that the purchaser paid to Lender, (e) any unreimbursed advances made by Lender, including without limitation taxes or insurance or payments authorized by the Note or the mortgage or applicable law to protect Lender’s interest in the Loan or related property and (f) any other fees, costs or amounts relating thereto. The Repurchase Price shall be reduced by (a) any proceeds of mortgage insurance collected by Lender with respect to the Loan that have not been applied to the unpaid principal balance; and (b) if the Loan has been foreclosed and the property has been sold to a third party, the proceeds of the sale price received by Lender net of all advances, costs and expenses, including but not limited to reasonable attorneys’ fees and expenses, incurred by Lender in connection with such sale. It is agreed by taking the parties that Mortgage Broker's repurchase obligation shall not be obviated by the fact that the property securing the Loan has been foreclosed upon and said property has been acquired by Lender or a third party. The repurchase obligation encompasses the repurchase of the property from Lender if Lender has acquired the property, or, if a third party has acquired the property, reimbursing Lender as set forth herein. Notwithstanding anything to the contrary, in no event shall a full credit bid made by Lender, its successors or assigns, or any related party, at a foreclosure sale of any Loan affect in any way the rights and remedies of Lender or the obligations of Mortgage Broker under this Agreement, including without limitation the obligations of Mortgage Broker to repurchase and indemnify Lender as provided hereinlegal action.