Seller’s Options. Seller shall have the right to cure any Title Defect but shall have no obligation to do so. If Buyer gives a Title Defect Notice, Seller shall have the option of:
(a) curing the Title Defect before Closing, and, if such Title Defect is not cured before Closing, Seller shall further elect (b), (c) or (d);
(b) indemnifying Buyer for all liabilities and obligations associated with the Title Defect, which indemnity shall terminate if Seller later cures the Title Defect, but only if Buyer agrees the indemnity, in such circumstance, is an appropriate remedy, and if the Parties can mutually agree on the form of the indemnity;
(c) reducing the Purchase Price by the Title Defect Value, subject to the Title Defect Threshold and Title Defect Deductible described in Section 6.12, in which event Seller shall be released from and of all further liability or obligation to Buyer with respect to the Title Defect, and the Title Defect shall be a Permitted Encumbrance; or
(d) if the Title Defect Value exceeds twenty percent (20%) of the Allocated Value of the Well or Well Location, excluding the Well or Well Location from the Purchased Assets conveyed to Buyer at the Closing, subject to Section 6.13, in which event the Purchase Price shall be reduced by the Allocated Value of the Well or Well Location, as applicable.
Seller’s Options. Pursuant to Purchaser's right to inspect each of the Facilities as provided in Section 8.01, hereof, Purchaser shall endeavor to furnish Seller with a written list of all defects in environmental condition, physical condition, structural competency or good working order which Purchaser discovers prior to the Closing Date with respect to each of the Facilities; provided, however, such defects shall not include the deferred maintenance items as set forth in Section 3.08. Prior to Closing, Seller shall notify Purchaser in writing with respect to each of the Facilities that (i) Seller shall and does thereby agree to correct or cause to be corrected all such defects prior to the Closing, (ii) instead of correcting or causing to be corrected all such defects, Seller shall and does thereby agree to credit Purchaser at Closing with respect to the affected Facility by a specified amount, itemizing how much of that amount is applicable to each defect, or (iii) Seller shall and does thereby agree to correct or cause to be corrected only certain specified defects prior to Closing, or shall credit Purchaser at Closing by a specified amount with respect to only certain itemized defects, or both. Seller's failure timely to give Purchaser such written notice by the Closing Date shall be deemed to be and shall constitute Seller's notice as provided in (ii) above. In the event Seller notifies Purchaser that Seller shall not correct or cause to be corrected such defects prior to the Closing under the provisions above, Purchaser may, at its option, after receiving such notice, terminate this Agreement and be entitled to have any xxxxxxx money or other deposits, if any, returned to Purchaser, whereupon this Agreement shall be of no further force or effect and neither of the parties hereto shall have any liability or obligations each to the other. If Seller agrees to cure such defects prior to Closing or if Seller informs Purchaser that Seller shall not correct or cause to be corrected such defects prior to Closing under the provisions of (ii) or (iii) above, and Purchaser does not terminate this Agreement prior to Closing, then prior to Closing, Seller must correct or cause to be corrected such defects or credit Purchaser at Closing, or both, and Purchaser's notification with respect to such list of defects shall become part of this Agreement without any further action by the parties hereto. Seller's obligations hereunder to correct or cause to be corrected any defects shall s...
Seller’s Options. Seller shall have the right to cure any Title Defect but shall have no obligation to do so. If Buyer gives a Title Defect Notice, Seller shall elect from the following options (provided, however Seller may not elect the options described in sub-sections (b), without Buyer’s consent):
(a) curing the Title Defect before Closing, and, if such Title Defect is not cured before Closing, Seller shall further elect (b),
Seller’s Options. Each Seller may charter or otherwise employ its Vessel at any time, provided that, prior to the Cancellation Date, the Sellers will comply with the following options in regards to the employment of the Vessels:
(i) any Seller may charter its Vessel for a charter period not to exceed the Cancellation Date, provided that such Relevant Seller shall deliver the Vessel to the Relevant Buyer on a charter-free basis on the Delivery Date for that Vessel;
(ii) any Seller may enter its Vessel into the CTM RSA pool until the later of (i) the Trigger Date and (ii) the Delivery Date for that Vessel, provided that the CTM RSA Coefficient is at least:
(i) in relation to Vessel A, 121%;
(ii) in relation to Vessel B, 109%;
(iii) in relation to Vessel C, 104%;
(iv) in relation to Vessel D, 103%; and
(v) in relation to Vessel E, 103%.
(iii) no more than two Sellers may charter their respective Vessels at any time, provided that:
(i) those Vessels are chartered on a fixed-rate basis with charter periods not to extend beyond 31 December 2018;
(ii) those Vessels are sold by the Relevant Sellers to the Relevant Buyers whilst still subject to the charterparty between the Relevant Seller and its respective charterer and that charterer agrees to the novation of such charterparty from that Seller to the Relevant Buyer; and
(iii) if the MTM – BCI 180K FFA Rate relating to a Vessel is greater than the MTM Rate, then the Purchase Price for that Vessel shall be reduced by an amount equivalent to the difference between the MTM – BCI 180K FFA Rate and the MTM Rate (if positive), such difference then net present valued over the MTM Charter Period on a daily basis using an annual discount rate of 7%.
Seller’s Options. In case of any disapproval by Buyer pursuant to paragraph 7.4.1, Seller shall have five (5) business days from receipt of Buyer's notice of disapproval to inform Buyer in writing whether Seller will cure the disapproved item to Buyer's reasonable satisfaction prior to the Closing Date. The term, "to Buyer's reasonable satisfaction" shall mean, and be satisfied by, the deletion of or endorsement over any exception with respect to such matter in the Title Policy.
Seller’s Options. 10 (d) EXCHANGES.......................................................10 (e)
Seller’s Options. 10 (d) EXCHANGES . . . . . . . . . . . . . . . . . . . . . . . . 10 (e)
Seller’s Options. Seller shall take all necessary actions to ensure that all outstanding options to acquire shares of Seller's common stock held by Company employees immediately prior to the Closing Date (the "Seller's Option") will become fully vested and exercisable on or before the Closing Date and will remain exercisable for at least three months following the Closing Date.
Seller’s Options. If Buyer shall fail to make payments on this or any other order in accordance with Seller's terms, or if Seller shall have any doubt as to Buyer's responsibility, Seller may suspend performance hereunder, except upon receipt of security satisfactory to Seller.
Seller’s Options
