Seller Delay definition

Seller Delay means any delay in completion of the Project resulting from any failure by Seller to perform timely any of its obligations under this Agreement. "Unavoidable Delay" means a delay due to war, riots, civil commotion, strikes, labor disputes, embargoes, natural disaster, Acts of God, acts or omissions of government authorities, casualty events or any other cause or contingency similarly beyond the control of the Parties or the contractors.
Sample 1
Seller Delay means the number of days in which Seller performs any obligation under Section 7.2 hereof in excess of the number of days set forth for such performance therein.
Sample 1
Seller Delay means Seller’s failure to respond in a reasonable period of time or Seller’s other interference with Buyer’s development of and/or construction on Phase 1; provided that Buyer has given written notice of such delay to Seller and Seller has failed to cease the delay within forty-eight (48) hours following Seller’s receipt of such notice, (2) the term “Commence Construction” shall mean commencement of grading on Phase 1 and (3) the term “Complete(s) Construction” shall mean substantial completion of the Initial Improvements such that a temporary or conditional certificate of occupancy has been issued for the Initial Improvements by the City. Buyer shall Complete Construction of the Office Building prior to the hotel. The obligations to Commence Construction and Complete Construction as set forth above shall be referred to as the “Construction Obligations.” The Construction Obligations shall survive the recordation of the Phase 1 Special Warranty Deed until the satisfaction of the Construction Obligations. Seller shall execute a document evidencing the expiration of this provision or the satisfaction of the Construction Obligations within thirty (30) days following a request for the same by Buyer or Buyer’s successor or assignee.
Sample 1

Examples of Seller Delay in a sentence

  • If such action or inaction is not cured within one (1) business day after Seller's receipt of such notice, then a Seller Delay, as set forth in such notice, shall be deemed to have occurred commencing as of the date Seller received such notice and continuing for the number of days the substantial completion of the Buyer Improvements was in fact delayed as a direct result of such action or inaction.

  • Any Seller Delay, as defined below, and/or Unavoidable Delay, as defined below, properly documented in accordance with the terms of this Section 16(b) shall be referred to herein as a “Permitted Delay,” and the terms “Construction Commencement Deadline” and "Construction Completion Deadline” shall be deemed to mean such deadline as adjusted by any Permitted Delays.

  • No Seller Delay shall be deemed to have occurred unless and until Buyer has given written notice to Seller specifying the action or inaction which Buyer contends constitutes a Seller Delay.

  • Both the Construction Commencement Date and the Construction Completion Date shall be extended by periods of Seller Delay (as defined below) and Force Majeure (as defined below).

  • Any Seller Delay and/or Unavoidable Delay in accordance with the terms of this Section 18 shall be referred to herein as a “Permitted Delay,” and the terms “Construction Commencement Deadline” and “Construction Completion Deadline”, as used herein, shall be deemed to mean the Construction Commencement Deadline and/or Construction Completion Deadline, as adjusted by any Permitted Delays.

  • Any Seller Delay, as defined below, and/or Unavoidable Delay, as defined below, properly documented in accordance with the terms of this Section 17(a) shall be referred to herein as a “Permitted Delay,” and the terms “Construction Commencement Deadline” and "Construction Completion Deadline” shall be deemed to mean such deadline as adjusted by any Permitted Delays.

  • Credit Support secures payment of the Termination Payment for an Event of Default by Seller, Delay Damages for Seller’s failure to achieve Commercial Operation by the Expected Commercial Operation Date, and any other Seller liabilities under the ESA.

  • In the event a delay in construction of the Project is caused by a Seller Delay or an Unavoidable Delay, the Construction Commencement Deadline and/or the Construction Completion Deadline shall be extended but only by the number of days of delay caused by such Seller Delay and/or Unavoidable Delay.

  • Any Seller Delay, as defined below, and/or Unavoidable Delay, as defined below, properly documented in accordance with the terms of this Section 16(a) shall be referred to herein as a “Permitted Delay,” and the terms “Construction Commencement Deadline” and "Construction Completion Deadline” shall be deemed to mean such deadline as adjusted by any Permitted Delays.

  • No Seller Delay shall be deemed to have occurred unless and until Xxxxx has given written notice to Seller specifying the action or inaction which Buyer contends constitutes a Seller Delay.


More Definitions of Seller Delay

Seller Delay as defined in the Work Agreement.
Sample 1
Seller Delay as used in this Lease or this Work Letter shall mean the extent of any delay in the design or construction of the Buyer Improvements which is due to the following: (1) delay in the giving of authorizations or approvals by Seller beyond the time periods provided for herein or in the Lease; (2) delay attributable to the refusal of Seller, its agents or contractors to permit Buyer, its agents or contractors, access to and use of the Building and any Building facilities or services after the Initial Buyer Work Date; (3) delay attributable to Seller giving Buyer incorrect or incomplete Building requirements or Seller Plans, or revisions made to such Seller Plans subsequent to the delivery of such items to Buyer; and (4) failure of Seller to deliver Seller's Plans to Buyer on or before July 1, 1998. No Seller Delay shall be deemed to have occurred unless and until Buyer has given written notice to Seller specifying the action or inaction which Buyer contends constitutes a Seller Delay. If such action or inaction is not cured within one (1) business day after Seller's receipt of such notice, then a Seller Delay, as set forth in such notice, shall be deemed to have occurred commencing as of the date Seller received such notice and continuing for the number of days the substantial completion of the Buyer Improvements was in fact delayed as a direct result of such action or inaction.
Sample 1
Seller Delay means any delay in substantial completion of Seller's Work which is actually and directly caused by all or any of the following:
Sample 1

Related to Seller Delay

  • Seller Damages shall have the meaning given to such term in Section 14.3.

  • Seller Losses shall have the meaning set forth in Section 9.1(b).

  • Seller Default has the meaning set forth in Section 12.1.

  • Buyer Losses shall have the meaning set forth in Section 8.2.

  • Excusable Delay means a delay due to acts of God, governmental restrictions, stays, judgments, orders, decrees, enemy actions, civil commotion, fire, casualty, strikes, work stoppages, shortages of labor or materials or other causes beyond the reasonable control of Borrower, but lack of funds in and of itself shall not be deemed a cause beyond the control of Borrower.

  • Seller Taxes has the meaning set forth in Section 11.1(f).

  • Buyer Party means each Affiliate of Buyer that is, or is contemplated by this Agreement to become at the Closing, a party to one or more Transaction Agreements. For clarity, none of the Acquired Companies shall be deemed to be a “Buyer Party” hereunder.

  • Tenant Delay as used in the Lease or this Agreement shall mean any delay that Landlord may encounter in the performance of Landlord’s obligations under the Lease or this Agreement because of any act or omission of any nature by Tenant or its agents or contractors, including any: (1) delay attributable to changes in or additions to the Approved Plans or to the Landlord’s Work requested by Tenant; (2) delay attributable to the postponement of any Landlord’s Work at the request of Tenant; (3) delay caused by a Change Order requested by Tenant; (4) delay attributable to the failure of Tenant to pay, when due, any amounts required to be paid by Tenant pursuant to the Lease; or (5) delay attributable to a failure of Tenant to employ union labor for Tenant’s work at the Premises during the time the Landlord’s Work is being constructed. Tenant shall pay all actual costs and expenses incurred by Landlord which result from any Tenant Delay and the Commencement Date of the Lease shall be accelerated one (1) day for each day the Premises is not Ready for Occupancy as a result of a Tenant Delay. No Tenant Delay shall be deemed to have occurred unless Landlord gives Tenant prior written notice or written notice within five (5) days of the occurrence, as reasonable under the circumstances, specifying the claimed reasons for such Tenant Delay, and Tenant shall fail to promptly correct or cure such Tenant Delay. There shall be excluded from the number of days of any Tenant Delay, or any of the following events of force majeure: labor disputes, fire, unusual delay in transportation, adverse weather conditions not reasonably anticipatable, unavoidable casualties, delays in obtaining permits or governmental approvals or any other causes beyond Landlord’s or its contractor’s reasonable control (and other than for financial reasons) (collectively, “Force Majeure Delays”).

  • Force Majeure Delay means with respect to the Servicer, any cause or event which is beyond the control and not due to the negligence of the Servicer, which delays, prevents or prohibits such Person’s delivery of the reports required to be delivered or the performance of any other duty or obligation of the Servicer under the Indenture, as the case may be, including, without limitation, computer, electrical and mechanical failures, acts of God or the elements and fire; provided, that no such cause or event shall be deemed to be a Force Majeure Delay unless the Servicer shall have given the Indenture Trustee written notice thereof as soon as practicable after the beginning of such delay.

  • Casualty Loss has the meaning set forth in Section 5.06.

  • Landlord Delay shall occur if either: (i) Landlord fails to complete the Base Building and/or other improvements on the Project that are required by the DDA, the Parking REA and/or the CC&Rs, and as a direct result of such failure Tenant is unable to obtain a temporary or permanent certificate of occupancy for the Premises upon substantial completion of the Tenant Improvements; or (ii) substantial completion of the Warm Shell Improvements or Tenant Improvements is delayed directly and solely as a result of any of the following and such delay could not have been mitigated by Tenant using commercially reasonable measures, which delay occurs after the Delivery Date and before the Commencement Date and does not result from Tenant's interference or delay in connection with completion of the Tenant Improvements or after a Tenant Default or Work Letter Draw Event: (a) subject to Paragraph 8 above, unreasonable interference by Landlord or Landlord's Contractor with the construction of the Warm Shell Improvements or the Tenant Improvements; (b) Landlord's failure to comply with any deadlines for response to, or submissions from, Tenant as required by this Work Letter; (c) any material Discretionary Changes to Landlord's Plans or the Warm Shell Plans after their final approval by applicable governmental entities (other than Tenant Modifications) that directly affect Tenant's Plans or the Tenant Improvements; and/or (d) Landlord failure to complete portions of the Base Building and/or other improvements on the Project that are Landlord's obligation to complete hereunder, and as a direct result of such failure Tenant and Tenant's contractors do not have access to the Premises to the extent required to complete the Warm Shell Improvements and/or Tenant Improvements. Tenant shall give Landlord at least five (5) days prior notice if Tenant becomes aware that Landlord is in danger of causing a Landlord Delay, and if Landlord takes appropriate measures to prevent such delay within such five (5) day period, no adjustment to the Commencement Date shall be made on account of such Landlord; provided, however, that if such delay was not reasonably foreseeable by Tenant, the five (5) day period for prior notice and opportunity to mitigate provided above shall be changed to forty-eight (48) hours after Tenant becomes aware of such delay or potential delay.

  • Excusable Delays means delays due to acts of terrorism, acts of war or civil insurrection, strikes, riots, floods, earthquakes, fires, tornadoes, casualties, acts of God, labor disputes, governmental restrictions or priorities, embargoes, national or regional material shortages, failure to obtain regulatory approval from any Federal or State regulatory body, unforeseen site conditions, extraordinary rainfall or snowfall, or any other condition or circumstances beyond the reasonable or foreseeable control of the applicable Party using reasonable diligence to overcome which prevents such Party from performing its specific duties or obligation hereunder in a timely manner; provided, however, Excusable Delay does not include lack of financing, unanticipated or unexpected increases in the costs of construction, or errors in business judgment by a Party; and provided further that Excusable Delay shall only extend the time of performance for the period of such Excusable Delay, which shall begin on the date which the event of Excusable Delay first occurs and extend until the date which the event which has caused the Excusable Delay has been corrected or performed, or reasonably should have been corrected or performed.

  • Seller Documents has the meaning set forth in Section 3.2.

  • Buyer Default refers to nonpayment of the Xxxxxxx Money in accordance with the provisions of this Agreement (including nonpayment or dishonor of any check delivered for the Xxxxxxx Money) and/or the failure of this transaction to close due to nonperformance, breach and/or default with respect to the Buyer’s obligation(s) under this Agreement. In the event of a Buyer Default, the following provisions shall apply:

  • Force Majeure Delays means any actual delay in the construction of the Tenant Improvements, which is beyond the reasonable control of Landlord or Tenant, as the case may be, as described in Paragraph 33 of the Lease.

  • Defect Liability Period in relation to a work means the specified period from the date of COMPLETION CERTIFICATE upto the date of issue of FINAL CERTIFICATE during which the CONTRACTOR stands responsible for rectifying all defects that may appear in the works executed by the CONTRACTOR in pursuance of the CONTRACT and includes warranties against Manufacturing/Fabrication/ Erection/Construction defects covering all materials plants, equipment, components, and the like supplied by the CONTRACTOR, works executed against workmanship defects.

  • Excluded Liability means any liability that is excluded under the Bail-In Legislation from the scope of any Bail-In Action including, without limitation, any liability excluded pursuant to Article 44 of the Bank Recovery and Resolution Directive.

  • Defects Liability Period (Warranty Period) means the period stated in the Schedule A Special Stipulations, following the taking over, during which the Contractor is responsible for making good defects and damage in accordance with Clause 15.

  • Force Majeure Exception means any failure or delay in the performance of the Issuer's reporting obligation pursuant to Section 2.4 arising out of or caused, directly or indirectly, by circumstances beyond its reasonable control, including, without limitation, acts of God; earthquakes; flood; terrorism; wars and other military disturbances; sabotage; epidemics; riots; loss or malfunctions of utilities, computer (hardware or software) or communication services; accidents; acts of civil or military authority and governmental action. The Issuer shall use commercially reasonable efforts to commence performance of its obligations during any of the foregoing circumstances.

  • Tenant Delays means delays caused by: (i) requirements of the Plans and Specifications requested by Tenant that do not conform to Landlord’s building standards for office and lab build-out, or which contain long lead-time or non-standard items requested by Tenant; provided that Landlord has notified Tenant of such deviations upon execution of this Lease (ii) any material change in the Plans and Specifications requested by Tenant and agreed to by Landlord; (iii) any request by Tenant for a delay in the commencement or completion of the Initial Tenant Improvements for any reason; (iv) Tenant delay in finalizing and approving the design of the vivarium and value engineering of same or (v) any other act or omission of Tenant or its employees, agents or contractors which reasonably inhibits the Landlord from timely completing the Initial Tenant Improvements including, without limitation any delays caused by Tenant’s presence in the Premises prior to the Term Commencement Date. The Premises shall not be deemed to be incomplete if only minor or insubstantial details of construction, decoration or mechanical adjustments remain to be done which do not unreasonably interfere with Tenant’s occupancy of the Premises. If as a result of Tenant Delays the Premises are deemed ready for Tenant’s occupancy, pursuant to the foregoing (and the term shall have commenced by reason thereof), but the Premises are not in fact actually ready for Tenant’s occupancy, Tenant shall not (except with Landlord’s consent not to be unreasonably withheld, conditioned or delayed) be entitled to take possession of the Premises for the permitted use until the Premises are in fact actually ready for such occupancy.

  • Ancillary Document has the meaning assigned to it in Section 9.06(b).

  • Buyer Group Member means (a) Buyer and its Affiliates, (b) directors, officers and employees of Buyer and its Affiliates and (c) the successors and assigns of the foregoing.

  • Other Sellers shall have the meaning set forth in Section 10.4.

  • Seller’s Taxes shall have the meaning set forth in Section 5.4(a) hereof.

  • Environmental Defect means, with respect to any given Asset, a material violation of Environmental Laws in effect as of the Effective Time in the jurisdiction in which such Asset is located.

  • Buyer Group has the meaning set forth in Section 15.1.