Common use of Transferor Partners' Default Clause in Contracts

Transferor Partners' Default. If on the Closing Date, the Transferor Partners have failed to perform all of the material obligations of the Transferor Partners under this Agreement, the Transferor Partners shall be in default under this Agreement and the BRI Partnership shall be entitled to terminate this Agreement by written notice given to the Transferor Agent within seven (7) days after the Closing Date and thereafter this Agreement shall be void and without recourse to any party hereunder except for provisions which are expressly stated to survive termination of this Agreement. In addition to the foregoing, if the BRI Partnership desires to accept the contribution and transfer of the Transferor Partnership Interests in accordance with the terms of this Agreement and the Transferor Partners willfully refuse to perform the Transferor Partners' obligations hereunder, the BRI Partnership, at its option, shall have the right to compel specific performance by the Transferor Partners hereunder, in which event the BRI Partnership shall have the right to recover from the Transferor Partners the amount of all reasonable legal fees, court costs and other litigation expenses incurred by the BRI Partnership in connection with the exercise of its right of specific performance. The remedies provided in this Section 13.03 shall be the sole and exclusive remedies at law or in equity of the BRI Partnership in the event of a default by the Transferor Partners in lieu of all other rights and remedies which the BRI Partnership may have against the Transferor Partners at law or in equity.