Breach By Assignee Clause Samples
Breach By Assignee. In the event Assignee shall breach any of its covenants or agreements hereunder, and such breach is not cured within thirty (30) days after Assignee’s receipt of written notice of such breach from Assignor, which notice shall specify the breach with specificity, then Assignor’s sole and exclusive remedy hereunder shall be to terminate this Agreement upon written notice to Assignee, whereupon this Agreement shall terminate and Assignor and Assignee shall have no further obligation, each to the other, under this Agreement. Assignor and Assignee agree that the foregoing exclusive remedy will be adequate and each of them agrees that Assignor shall not have any other remedies, at law or in equity, for any breach by Assignee not cured within any applicable notice and cure period, other than termination of this Agreement as hereby provided. Notwithstanding the foregoing to the contrary, the foregoing notice and cure period shall not be applicable with respect to Assignee’s failure to pay the Applicable Purchase Price at a Purchase Tranche Closing, and any such failure shall be deemed an immediate breach hereunder, entitling Assignor to avail itself of the exclusive termination remedy hereby provided immediately upon such failure to pay the Applicable Purchase Price at a Purchase Tranche Closing.
Breach By Assignee. In the event Assignee breaches any of its representations or warranties contained in Section 5 herein or its covenants contained in this Section 6 and, provided that either of the FMC Parties makes a written claim for indemnification against Assignee within the Survival Period, then Assignee shall indemnify, defend and hold harmless the FMC Parties and their respective officers, directors, shareholders, employees and agents to the fullest extent lawful from and against any Adverse Consequences any of them shall sustain or incur arising out of or resulting from the breach.
Breach By Assignee. In the event Assignee shall breach any of its covenants or agreements hereunder, and such breach is not cured within twenty (20) days after Assignee’s receipt of written notice of such breach from Assignor, which notice shall specify the breach with specificity, then Assignor’s sole and exclusive remedy hereunder shall be to terminate this Agreement upon written notice to Assignee, whereupon this Agreement shall terminate and Assignor and Assignee shall have no further obligation, each to the other, under this Agreement. Assignor and Assignee agree that the foregoing exclusive remedy will be adequate and each of them agrees that Assignor shall not have any other remedies, at law or in equity, for any breach by Assignee not cured within any applicable notice and cure period, other than termination of this Agreement as hereby provided.
Breach By Assignee. If prior to the third anniversary of this Consent (the “Transition Period”), the Assignee fails to keep, observe, or perform any of its obligations under the Lease within the applicable periods provided in the Lease (a “Breach”) and no “permitted leasehold encumbrance” (as defined in the Lease) is outstanding, the County may elect to rescind its consent to the Assignment and terminate Assignee’s possessory interest in the Premises. Such election is a “