Breach by the Seller Sample Clauses
The 'Breach by the Seller' clause defines the consequences and remedies available if the seller fails to fulfill their contractual obligations. Typically, this clause outlines what constitutes a breach, such as late delivery, non-conforming goods, or failure to transfer clear title, and specifies the buyer's rights in response, which may include demanding performance, seeking damages, or terminating the agreement. Its core function is to allocate risk and provide a clear framework for resolving issues arising from the seller's non-performance, thereby protecting the buyer's interests and ensuring accountability.
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Breach by the Seller. Should the Seller violate any of the provisions set out in Sections 7.1.1 or 7.1.2 above, the Seller shall at the Buyer’s request pay liquidated damages. The payment of liquidated damages or other damages does not affect the rights of the Buyer to take other action in relation to a violation of the provisions herein, including but not limited to injunctive relief as set out in section 18.2 below. NOTES 1 AND 2
Breach by the Seller. Nothing in this Section 5 shall limit the Buyer's right to pursue any appropriate legal or equitable remedy against the Seller with respect to any Damages arising, directly or indirectly, from or in connection with any breach by the Seller of any representation or warranty made by the Seller in this Agreement or in any certificate delivered by the Seller pursuant to this Agreement.
Breach by the Seller. If this Contract is breached by the Seller or if the Seller fails for any reason to complete the sale of this Property in accordance with the terms set forth herein, the Purchaser shall have the option of, at the Purchaser’s sole discretion, terminating this Contract, and pursuing any and all other remedies, whether legal or equitable, which may be available to the Purchaser. To the extent allowed by law, the Seller shall indemnify and hold the Purchaser harmless against any damage or deficiency resulting from any breach or default of any part of this Contract by the Seller, which indemnification shall include reasonable costs and attorney's fees; provided, however, the indemnity shall not extend to (a) any liens, claims, causes of action, damages, liabilities or expenses that are attributable to the action or inaction of Seller or its agent or employees, or (b) any consequential damages.
Breach by the Seller. Breach By the Purchaser. 34 ----------------------- 12.
Breach by the Seller. 6.1.1 In the event of the Seller failing to comply with any terms of this agreement and in particular in respect of the warranties given, and in the event of the Seller failing to rectify such breach despite 14 (Fourteen) days written notice, then the Purchaser shall be entitled, at his sole discretion and without prejudice to any of his other rights in law, to:
6.1.1.1 Claim specific performance;
6.1.1.2 Cancel this Agreement without further notice to the Seller and to claim such damages as to which the Purchaser may be entitled.
Breach by the Seller. Subject to the provisions of Clause 10, in the event of a Warranty Breach, the Seller shall be liable and shall compensate the Purchaser or, at the request of the Purchaser, the Company for the Damages suffered (or to be suffered) by the Purchaser and/or any of its Affiliates (inclusive the Company after Completion) resulting from such Warranty Breach. The right of the Purchaser (and the Company) to compensation for Damages shall be without prejudice to any other right of the Purchaser, including the right to demand specific performance (whereby it shall be the sole discretion of the Purchaser to seek compensation for Damages, specific performance or both).
Breach by the Seller. The Seller acknowledges that the Purchased Assets are of a special, unique and extraordinary character, and that damages are an inadequate remedy for a breach of this Agreement by the Seller. Accordingly, as an alternative to termination of this Agreement under Section 8.1(c), the Purchaser shall be entitled, in the event of the Seller's material breach, to enforcement of this Agreement (subject to obtaining any required approval of the FCC or clearance under the HSR Act) by a decree of specific performance or injunctive relief requiring the Seller to fulfill its obligations under this Agreement. Such right of specific performance or injunctive relief shall be Purchaser's sole and exclusive remedy (other than its right to recover attorneys' fees and costs pursuant to Section 9.4), and shall be in lieu of, the Purchaser's right to recover damages and to pursue any other remedies available to the Purchaser for the Seller's breach. In any action to specifically enforce the Seller's obligation to close the transactions contemplated by this Agreement, the Seller shall waive the defense that there is an adequate remedy at law or in equity and agrees that the Purchaser shall be entitled to obtain specific performance of the Seller's obligation to close without being required to prove actual damages.
Breach by the Seller. At the election of the Buyer, in the event of a breach by the Seller of any of its covenants, representations or warranties contained herein that would result in the conditions to Closing set forth in Section 6.1(c) not being satisfied, and such breach is either not capable of being cured prior to the Outside Date or, if curable, the Seller shall have failed to cure such breach within sixty (60) days after receipt of written notice thereof from the Buyer requesting such breach to be cured;