Remedies Liquidated Damages. 9.37.1 If, in the judgment of the Director, the Contractor is deemed to be non-compliant with the terms and obligations assumed hereby, the Director, at his option, in addition to, or in lieu of, other remedies provided herein, may withhold the entire monthly payment or deduct pro rata from the Contractor's invoice for work not performed. The work not performed and the amount to be withheld or deducted from payments to the Contractor from the County, will be forwarded to the Contractor by the Director in a written notice describing the reasons for said action.
9.37.2 If the Director determines that there are deficiencies in the performance of this contract that the Director deems are correctable by the Contractor over a certain time span, the Director will provide a written notice to the Contractor to correct the deficiency within specified time frames. Should the Contractor fail to correct deficiencies within said time frame, the Director may: (a) Deduct from the Contractor's payment, pro rata, those applicable portions of the Monthly Contract Sum; and/or (b) Deduct liquidated damages. The parties agree that it will be impracticable or extremely difficult to fix the extent of actual damages resulting from the failure of the Contractor to correct a deficiency within the said specified time frame. The parties hereby agree that under the current circumstances a reasonable estimate of such damages is One Hundred Dollars ($100) per day and that the Contractor shall be liable to the County for liquidated damages in said amount. Said amount shall be deducted from the County's payment to the Contractor; and/or upon giving five
Remedies Liquidated Damages. Employee expressly agrees and acknowledges that the covenant not to compete and the nonsolicitation covenants contained in this Section 7 are for the Company’s protection because of the nature and scope of the Company’s business and Employee’s position with and the scope of the duties, responsibilities and obligations delegated to Employee by the Company hereby. If any of the covenants or agreements contained in this Section 7 are violated or breached by Employee, Employee agrees and acknowledges that any such violation or threatened violation or breach or threatened breach will cause irreparable injury to the Company and that the remedy at law for any such violation or threatened violation or breach or threatened breach will be inadequate and that the Company will be entitled to injunctive relief and other equitable remedies without the necessity of proving actual damages or posting a bond. The noncompetition and nonsolicitation provisions set forth in Sections 7.1, 7.2, and 7.3 hereof, respectively, shall be extended by any period of time during which Employee is in violation or breach of this Section 7. In addition to the injunctive relief and other remedies previously described, Employee and the Company agree that the amount of damage resulting to the Company from a violation of Sections 7.1 and 7.3 hereof is difficult to ascertain and quantify, and therefore Employee acknowledges and agrees that the Company shall be entitled to liquidated damages from Employee in the amount of any money received by Employee from any competitive business or any client or customer of the Company multiplied by two. Such damages shall be paid by Employee within ten (10) days after receipt of written demand from the Company, and if not so paid may be offset against any amounts owed by the Company to Employee. Employee and the Company agree that such liquidated damages shall not be deemed a penalty and are a good faith approximation of the damages to the Company as a result of any violation of Sections 7.1 and 7.3.
Remedies Liquidated Damages. IF THE CLOSING DOES NOT OCCUR DUE TO BUYER'S DEFAULT UNDER THIS AGREEMENT, IT WOULD BE IMPRACTICAL AND EXTREMELY DIFFICULT TO ESTIMATE THE DAMAGES THAT SELLER MAY SUFFER. THEREFORE, THE PARTIES HAVE AGREED THAT A REASONABLE ESTIMATE OF THE TOTAL NET DETRIMENT THAT SELLER WOULD SUFFER IN SUCH EVENT IS AND WILL BE TITLE COMPANY'S DELIVERY OF THE DEPOSIT TO SELLER AS LIQUIDATED DAMAGES, AS SELLER'S SOLE AND EXCLUSIVE REMEDY UNDER THIS AGREEMENT (SUBJECT TO THOSE PROVISIONS OF THIS AGREEMENT WHICH, BY THEIR EXPRESS TERMS, SURVIVE A TERMINATION OF THIS AGREEMENT). SUCH LIQUIDATED DAMAGES ARE NOT INTENDED AS A FORFEITURE OR PENALTY WITHIN THE MEANING OF APPLICABLE LAW. IF THE CLOSING DOES NOT OCCUR FOR ANY REASON OTHER THAN BUYER'S DEFAULT UNDER THIS AGREEMENT, THEN THIS AGREEMENT WILL TERMINATE AND NEITHER PARTY WILL HAVE ANY FURTHER RIGHTS OR OBLIGATIONS TO EACH OTHER HEREUNDER, EXCEPT FOR (1) THE RIGHT OF BUYER TO THE RETURN OF THE DEPOSIT, (2) THOSE PROVISIONS OF THIS AGREEMENT WHICH, BY THEIR EXPRESS TERMS, SURVIVE A TERMINATION OF THIS AGREEMENT, AND (3) IF THE CLOSING FAILS TO OCCUR SOLELY BECAUSE OF SELLER'S DEFAULT, THEN, BUYER, AS ITS SOLE AND EXCLUSIVE REMEDY MAY EITHER (A) RECOVER THE DEPOSIT OR (B) BRING AN ACTION FOR SPECIFIC PERFORMANCE OF THIS AGREEMENT. IF THE CLOSING OCCURS IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT, SELLER WILL APPLY THE DEPOSIT AS A CREDIT TOWARD THE PURCHASE PRICE. THIS PARAGRAPH 3D WILL SURVIVE THE TERMINATION OF THIS AGREEMENT AND NOTHING IN THIS PARAGRAPH 3D IS INTENDED TO LIMIT THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER PARAGRAPH 11E. ------------------------- ------------------------- BUYER'S INITIALS SELLER'S INITIALS
Remedies Liquidated Damages. Notwithstanding Company’s right to accelerate pursuant to Section 5 above, Company’s sole and exclusive remedy for an Investor Note Default shall be to offset the outstanding balance of this Note plus a default fee of $125,000.00 (the “Default Fee”) against the outstanding balance of the Company Note. Company shall not have any right to specific performance or the right to pursue any type of collections action against Investor. Company and Investor agree that in the event Investor fails to comply with any of the terms or provisions of this Note, Company’s damages would be uncertain and difficult (if not impossible) to accurately estimate because of the parties’ inability to predict future rates, future share prices, future trading volumes and other relevant factors. Accordingly, Company and Investor agree that the Default Fee is not a penalty but instead is intended by the parties to be, and shall be deemed, liquidated damages.
Remedies Liquidated Damages. 16.1 Because the Grantee's failure to comply with provisions of this Franchise will result in injury to the City, and because it will be difficult to estimate the extent of such injury, pursuant to Section 1209 F, Penalties, of the Enabling Ordinance, the City and the Grantee hereby agree to the following liquidated damages, which represent both parties' best estimate of the damages resulting from the specified injury. Grantee waives any claim or defense that the liquidated damages provisions in this Agreement are unenforceable as a penalty or on the basis that they do not fairly approximate the actual damages caused by the breach. Grantee further agrees that the liquidated damage amounts represent the damages to the City and are collectible by and payable to the City.
16.2 for failure to complete construction or extend service in accordance with the Franchise: up to $1,500/day for each day the violation continues;
16.3 for failure to comply with material requirements for PEG Access use of the cable system: up to $750/day for each day the violation continues;
16.4 for repeated, willful, or continuing failure to submit reports, maintain records, provide documents or information: up to $500/day for each day the violation continues;
16.5 for violation of customer service standards: $100 per violation per subscriber per day, except for those cases where telephone performance issues are measured quarterly, in which case liquidated damages of $1,500 for the first noncompliant quarter shall apply, and $2,500 for every subsequent consecutive noncompliant quarter thereafter shall apply;
16.6 for failure to comply with transfer provisions: up to $1,000/day from the date of any unlawful transfer; and
16.7 for all other material violations for which actual damages are not readily ascertainable: up to $500/day for each day the violation continues.
Remedies Liquidated Damages. In the event that Employee breaches any of Employee’s obligations under this Agreement, Employer may, in addition to any other legal or equitable remedy available to it, cancel the payment to be provided to Employee under Paragraph 3 above, and no further payment or benefit will be provided. In addition, Employee acknowledges that Employer will be irreparably harmed if the covenants set forth in Paragraphs 1, 5, 6, 7, or 9 are breached, and that damages resulting therefrom will be difficult, if not impossible, to calculate. Accordingly, Employee agrees that in the event of a breach or threatened breach by Employee of such covenants, Employer shall be entitled to seek and obtain, in addition to any other available remedies, a temporary restraining order and/or a preliminary or permanent injunction prohibiting the proscribed activates and/or an order specifically enforcing the continued obligations set forth in Paragraphs 1, 5, 6, 7, and 9 herein, without the need for posting a bond. Employee agrees that, in the event Employer is a prevailing party in any legal or administrative action to enforce its rights under this Agreement, Employer shall be entitled to recover from Employee its reasonable attorneys’ fees and costs incurred in bringing the action. Additionally, if Employee violates Sections 1, 5, 6, 7, or 9, Employee shall immediately pay Employer the amount of the severance benefit set forth in Section 3(a) as a Liquidated Damage. In the event that any portion of any covenant or provision contained in this Agreement shall be deemed to be unreasonable in any respect by a court of competent jurisdiction, the Parties agree that such covenant shall be modified only to the minimum extent necessary to render the covenant enforceable.
Remedies Liquidated Damages. The Parties mutually agree that the City’s motive in entering into this Lease is to ensure the long-term use of the Ballpark by the Baseball Franchise (or a successor Baseball Franchise). The Parties further agree that all resulting and corresponding damages caused by Lessee’s failure to (i) maintain and operate the Baseball Franchise in Davenport as contemplated by Section 22(a) or (ii) use all reasonable and financially feasible means to maintain its PDL through no fault of the Lessee, (iii) obtain, maintain and operate another professional baseball team in Davenport as contemplated in Section 22(b), would equal the sum of all unpaid Lease Payments for each full year remaining in the Primary Term as liquidated damages, and not by way of penalty. In addition, the Lessee shall not be obligated to the City for any damages, including indirect, consequential or punitive damages, except for the liquidated damages described above. This liquidated damages provision shall be the City’s sole and exclusive remedy for such a default by Xxxxxx.
Remedies Liquidated Damages. 2 5.1. Remedies....................................................2 5.2.
Remedies Liquidated Damages. (a) In the event of a material breach by Buyer of its obligations hereunder, Seller may pursue any remedy or remedies which may be available to Seller under applicable law, including the right to specific performance of this Agreement; provided, however, that Seller shall in no event be entitled to consequential damages unless Buyer's breach is found to be willful.
(b) In the event of a material breach by Seller of its obligations hereunder, Seller shall return to Buyer the Deposit and Buyer may pursue any remedy or remedies which may be available to Buyer under applicable law, including the right to specific performance of this Agreement; provided, however, that Buyer shall in no event be entitled to consequential damages unless Seller's breach is found to be willful.
Remedies Liquidated Damages. Subject to the provisions of this Section 10.11, each of Seller and Purchaser hereby waives all rights to seek or obtain any consequential damages. All other rights and remedies of the parties are hereby preserved. Notwithstanding the foregoing, each of Seller and Purchaser acknowledges and agrees that if the other party breaches this Agreement by failing to consummate the purchase and sale contemplated hereby, then the damages to the non-breaching party would be extremely difficult to calculate or determine, and that $100,000 would be a reasonable estimate of such damages. Therefore, in the event of any such breach, the non-breaching party shall be entitled to the payment of $100,000 by the breaching party, and the payment of such $100,000 shall constitute liquidated damages and shall be the sole and exclusive remedy of the non-breaching party. The parties acknowledge and agree that the foregoing liquidated damages provision applies only with respect to any breaches that result in a failure of the purchase and sale contemplated hereby to close and does not apply in the context of any action brought subsequent to Closing for the breach of any representation or warranty hereof or to any other breach.
