Agreement Termination Right definition
Agreement Termination Right means the right of a Party to terminate, without cost or liability and as of the date specified in a written notice of termination to Vendor, (a) the Schedule to which the breach giving rise to such Agreement Termination Right relates, or (b) the entire Agreement. Any Schedule not so terminated shall remain in full force and effect.
Agreement Termination Right by delivering notice thereof to Sellers and Tenant and thereupon this Agreement shall automatically terminate upon notice of such exercise given to the other party, whereupon all parties shall thereupon be relieved of all further liability hereunder, except as otherwise expressly provided under this Agreement or (ii) exclude the affected Facility and related Property (“Excluded Property”) from this Agreement (“Partial Termination Right”) by delivering notice thereof to Sellers and Tenant (“Partial Termination Notice”), and thereupon this Agreement shall terminate as to the Excluded Property, the parties shall thereupon be relieved of all further liability hereunder with respect to the Excluded Property, the Excluded Property shall be removed from the Lease and any other documents to be delivered at Closing (with the applicable rent and other provisions appropriately modified by reason of such removal), and the Purchase Price under this Agreement shall be adjusted as provided in the following sentence. Upon the exercise of a Partial Termination Event, the Purchase Price shall be reduced by the amount allocated to that Facility as set forth in Exhibit C. Notwithstanding the foregoing and unless otherwise agreed by Buyer and the Seller Parties, upon a Condemnation Termination Event or Casualty Termination Event, only the Partial Termination Right shall be applicable, and if the Termination Event is based on the material adverse change in the business, operations or financial condition of the Buyer or Seller Parties (other than of a particular Facility), then the Partial Termination Right shall not be applicable. If Buyer exercises any Partial Termination Right or other right so as to exclude more than two (2) Facilities or to terminate this Agreement as to more than two (2) Facilities, in the aggregate (i.e., so that there remain fewer than ten (10) Facilities in the Property to be conveyed at Closing), Seller Parties shall also have an Agreement Termination Right to terminate this Agreement prior to Closing by delivering notice thereof to Buyer within five (5) days after the conditions to this right occur, and if this Agreement Termination Right is not exercised by Seller Parties, and Buyer exercises any additional Partial Termination Right or other right so as to exclude another Facility or to terminate this Agreement as to more than three (3) Facilities, in the aggregate (i.e., so that there remain fewer than nine (9) Facilities in the Property to be conve...
Examples of Agreement Termination Right in a sentence
In the event that Vendor fails to file the terms and conditions of this Agreement in accordance with this Section, Customer may, at its option and in its sole discretion, exercise the Agreement Termination Right for cause for those Schedules corresponding to the affected Services.
In the event that Vendor fails to file the terms and conditions of this Agreement in accordance with this Section, Customer may, at its option and in its sole discretion, exercise the CONFIDENTIAL TREATMENT REQUESTED Agreement Termination Right for cause for those Schedules corresponding to the affected Services.