Title and Environmental Objections. If for any reason Parent, in its sole and absolute discretion, is not satisfied with any matter contained in the Studies, any survey, or the Real Property title exceptions, or is otherwise not satisfied with the real property owned or leased by the Company for any reason whatsoever, then Parent may, prior to the Preliminary Closing, notify the Company and the Shareholders in writing of its objection (the "Objections"), describing with specificity the subject real property and the Objections thereto, failing which Merger Sub and Parent shall be deemed to have waived all such objections and all remedies therefor pursuant to this Agreement. If Parent shall request that the Company cure such Objections and the Company or the Shareholders have not cured such Objections to Parent's satisfaction by the Preliminary Closing Date, Parent shall have the right to terminate this Agreement in accordance with Section 5.1(a)(2) hereof or enter into negotiations with the Company to lease any real property which is the subject of the Objections.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Transcoastal Marine Services Inc), Agreement and Plan of Merger (Transcoastal Marine Services Inc), Agreement and Plan of Merger (Transcoastal Marine Services Inc)
Title and Environmental Objections. If for any reason Parent, in its sole and absolute discretion, is not satisfied with any matter contained in the Studies, any survey, or the Real Property title exceptions, or is otherwise not satisfied with the real property owned or leased by the Company for any reason whatsoever, then Parent may, prior to the Preliminary Closing, notify the Company and the Shareholders in writing of its objection (the "Objections"), describing with specificity the subject real property and the Objections thereto, failing which Merger Sub and Parent shall be deemed to have waived all such objections and all remedies therefor pursuant to this Agreement. If Parent shall request that the Company cure such Objections and the Company or the Shareholders have not cured such Objections to Parent's satisfaction by the Preliminary Closing Date, Parent shall have the right to terminate this Agreement in accordance with Section 5.1(a)(2) hereof or enter into negotiations with the Company to lease any real property which is the subject of the Objections.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Transcoastal Marine Services Inc)
