Purchaser’s Failure to Close. In the event that Purchaser fails or refuses to close the transaction contemplated herein for any reason other than occurrence of such events enumerated herein which allow Purchaser to terminate this Restated Agreement, Seller shall be entitled to terminate this Restated Agreement by written notice to Purchaser, whereupon this Restated Agreement and the Warrant shall thereupon become null and void and of no further force and effect.
Purchaser’s Failure to Close. Purchaser’s failure to close on the final closing date set by Seller shall Initials: constitute a material breach of this Agreement by Purchaser. In such event, in addition to and without waiving any rights and remedies which Seller shall have pursuant to Section 18 below, Seller, at Seller’s option, may extend the Closing Date until Purchaser tenders full payment of the Purchase Price; provided that Seller shall retain the right to terminate this Agreement and to retain Purchaser’s Xxxxxxx Money at any time prior to actual Closing. The parties to this Contract acknowledge that the exact damages to Seller that the parties might reasonably anticipate if Purchaser fails to close on the final closing date set by Seller are difficult to ascertain with precise certainty. Therefore, if Seller does extend the Closing Date pursuant to this subsection, then at Closing Purchaser shall pay to Seller, in addition to the Purchase Price, liquidated damages in the amount of One Hundred Fifty Dollars ($150.00) per day, calculated from the final date for Closing set by Seller until the date on which Purchaser pays to Seller the full Purchase Price plus all liquidated damages due to Seller pursuant to this subsection. In no event, shall the total liquidated damages assessed under this section exceed Seven Thousand Five Hundred Dollars ($7,500.00). Purchaser further agrees that the liquidated damages specified herein are not merely a penalty, but instead are a reasonable estimate of the damages that Seller would probably sustain from Purchaser’s delay in closing.
Purchaser’s Failure to Close. In the event of Purchaser's wrongful failure to close upon a Lot or Lots as provided herein, Seller's sole remedy shall be specific performance as provided in Section 2.
Purchaser’s Failure to Close. If Purchaser fails to close the transaction and pay the Upfront Payment within 90 days of the Closing Date, for any reason, except for the negligence or willful misconduct of Seller, the Purchaser shall pay the Seller $112,000.
Purchaser’s Failure to Close. In the event the transactions contemplated hereby are not consummated as a result of a breach hereunder by Purchaser, or Purchaser is otherwise liable for indemnification to Seller pursuant to this Agreement, the maximum aggregate amount of indemnifiable damages for which Purchaser shall be liable for hereunder shall equal $1,000,000. The parties hereto agree that such amount is a fair estimate of the maximum amount of Seller’s potential damages, is an adequate remedy at law, and hereby agree not to assert any Claim in excess of such amount or a Claim for equitable relief.
Purchaser’s Failure to Close. In the event of a wrongful failure to close by Purchaser under the terms of this Agreement, Seller’s sole and exclusive remedy for such default shall be to receive the Xxxxxxx Money as liquidated damages and thereafter the parties hereto shall have no further rights or obligations hereunder whatsoever, except for such liabilities and obligations set forth in paragraphs 3 and 26 (“Obligations Surviving Termination”), which survive the termination of this Agreement. It is hereby agreed that Seller’s damages will be difficult to ascertain and that the Xxxxxxx Money constitutes a reasonable liquidation thereof and is intended not as a penalty, but as fully liquidated damages. Seller agrees that in the event of a wrongful failure to close by Purchaser, it shall not initiate any proceeding to recover damages from Purchaser, other than damages arising from an Obligation Surviving Termination, but shall limit its recovery to the receipt and retention of the Xxxxxxx Money.
Purchaser’s Failure to Close. If at any time Purchaser fails to close at least the number of Lots in the time periods and in the manner described by Section 7.1 and 7.2 hereof, Purchaser shall be deemed to have failed to perform hereunder and Seller shall have the rights prescribed in Section 5.2 hereof.
Purchaser’s Failure to Close. If Purchaser’s Board of Directors determines not to approve the Closing and purchase the Assets on the terms and conditions of this Agreement, or otherwise fails to Close, Purchaser shall pay to Seller as sole and liquidated damages for such failure to Close, Seller’s documented costs of negotiation and documentation of this Agreement and other activities related to the commencement of the transactions contemplated by this Agreement incurred to third parties, not to exceed One Hundred Thousand Dollars ($100,000).
Purchaser’s Failure to Close. Subject to the PURCHASER’S rights in paragraph 4.2, in the event PURCHASER willfully fails or refuses to complete the purchase pursuant to this Agreement with no fault on SELLER’S part, fifty (50%) percent of all deposits made by PURCHASER shall be paid over to SELLER as liquidated damages, with the remaining fifty (50%) paid to BROKER also as liquidated damages, and upon demand, SELLER and PURCHASER each agree to execute and deliver an Escrow Release Authorization from, whereupon this Agreement shall be terminated.
Purchaser’s Failure to Close. In the event of Purchaser's wrongful failure to close upon a Lot or Lots as provided herein, Seller's sole remedy shall be to retain the Deposit, as set forth more fully in Section 2.a. hereof.
