Common use of Vendor's Rectification Clause in Contracts

Vendor's Rectification. Prior to the Closing Date, Vendor shall use all commercially reasonable efforts to cure or rectify the Environmental Defects of which Purchaser gives notice pursuant to Clause 8.6. Insofar as the Environmental Defects described in Purchaser's written notice have not been cured to Purchaser's reasonable satisfaction two (2) Business Days prior to the Closing Date: (a) where the cumulative value of the affected Assets is less than Five percent (5%) of the Purchase Price, Purchaser shall be obligated to complete the purchase of the Assets without adjustment of the Purchase Price on account of Title Defects; (b) where the cumulative value of the affected Assets is Five percent (5%) or more of the Purchase Price, the Purchase Price shall be reduced by such amount and Purchaser shall be obligated to proceed to purchase the Assets at the reduced Purchase Price; or (c) where the cumulative value of the affected Assets is Twenty percent (20%) or more of the Purchase Price, either Purchaser or Vendor may terminate this Agreement by providing written notice to the other Party one (1) Business Day prior to the Closing Date, in which case the Parties shall have no further obligation to each other, except for obligations arising pursuant to Article 11. If neither Party provides such written notice to terminate, the Purchase Price shall be reduced by such amount and Purchaser shall be obligated to proceed to purchase the Assets at the reduced Purchase Price.

Vendor's Rectification. Prior to the Closing Date, Vendor shall use all commercially reasonable efforts to cure or rectify the Environmental Title Defects of which Purchaser gives has given notice pursuant to Clause 8.68.2. Insofar as the Environmental Title Defects described in Purchaser's written notice have not been cured cured, to Purchaser's reasonable satisfaction satisfaction, not less than two (2) Business Days prior to the Closing Date: (a) where the cumulative value of the affected Assets is less than Five percent (5%) of the Purchase Price, Purchaser shall be obligated to complete the purchase of the Assets without adjustment of the Purchase Price on account of Title Defects; (b) where the cumulative value of the affected Assets is Five percent (5%) or more of the Purchase Price, the Purchase Price shall be reduced by such amount and Purchaser shall be obligated to proceed to purchase the Assets at the reduced Purchase Price; or (c) where the cumulative value of the affected Assets is Twenty percent (20%) or more of the Purchase Price, either Purchaser or Vendor may terminate this Agreement by providing written notice to the other Party one (1) Business Day prior to the Closing Date, in which case the Parties shall have no further obligation to each other, except for obligations arising pursuant to Article 11. If neither Party provides such written notice to terminate, the Purchase Price shall be reduced by such amount and Purchaser shall be obligated to proceed to purchase the Assets at the reduced Purchase Price.

Vendor's Rectification. Prior to the Closing Date, Vendor shall use all commercially reasonable efforts to cure or rectify the Environmental Title Defects of which Purchaser gives has given notice pursuant to Clause 8.68.2. Insofar as the Environmental Title Defects described in Purchaser's ’s written notice have not been cured cured, to Purchaser's reasonable satisfaction satisfaction, not less than two (2) Business Days prior to the Closing Date: (a) where the cumulative value of the affected Assets is less than Five percent (5%) of the Purchase Price, Purchaser shall be obligated to complete the purchase of the Assets without adjustment of the Purchase Price on account of Title Defects; (b) where the cumulative value of the affected Assets is Five percent (5%) or more of the Purchase Price, the Purchase Price shall be reduced by such amount and Purchaser shall be obligated to proceed to purchase the Assets at the reduced Purchase Price; or (c) where the cumulative value of the affected Assets is Twenty percent (20%) or more of the Purchase Price, either Purchaser or Vendor may terminate this Agreement by providing written notice to the other Party one (1) Business Day prior to the Closing Date, in which case the Parties shall have no further obligation to each other, except for obligations arising pursuant to Article 11. If neither Party provides such written notice to terminate, the Purchase Price shall be reduced by such amount and Purchaser shall be obligated to proceed to purchase the Assets at the reduced Purchase Price.

Vendor's Rectification. Prior to the Closing Date, Vendor shall use all commercially reasonable efforts to cure or rectify the Environmental Defects of which Purchaser gives notice pursuant to Clause 8.6. Insofar as the Environmental Defects described in Purchaser's ’s written notice have not been cured to Purchaser's reasonable satisfaction two (2) Business Days prior to the Closing Date: (a) where the cumulative value of the affected Assets is less than Five percent (5%) of the Purchase Price, Purchaser shall be obligated to complete the purchase of the Assets without adjustment of the Purchase Price on account of Title Defects; (b) where the cumulative value of the affected Assets is Five percent (5%) or more of the Purchase Price, the Purchase Price shall be reduced by such amount and Purchaser shall be obligated to proceed to purchase the Assets at the reduced Purchase Price; or (c) where the cumulative value of the affected Assets is Twenty percent (20%) or more of the Purchase Price, either Purchaser or Vendor may terminate this Agreement by providing written notice to the other Party one (1) Business Day prior to the Closing Date, in which case the Parties shall have no further obligation to each other, except for obligations arising pursuant to Article 11. If neither Party provides such written notice to terminate, the Purchase Price shall be reduced by such amount and Purchaser shall be obligated to proceed to purchase the Assets at the reduced Purchase Price.