Buyer’s Discretion. Buyer’s election not to make a Margin Call at any time there is a Margin Deficit shall not in any way limit or impair its right to make a Margin Call at any time a Margin Deficit exists.
Buyer’s Discretion. Buyer’s right to conduct any inspection, audit or review under this section or otherwise is at its sole discretion. Buyer has no obligation to Seller to conduct any inspection, audit or review and Buyer’s decisions as to whether, how and when to conduct any inspection, audit or review does not modify or relieve Seller of any obligations under the Purchase Contract, does not give rise to any liability of Buyer to Seller and is without prejudice to any rights or remedies available to Buyer.
Buyer’s Discretion. Buyer has the sole discretion and right to elect to not proceed with the Transaction with Seller at any time up until the satisfaction of the Closing Conditions.
Buyer’s Discretion. The Buyer is entitled to choose any option outlined in Point (a), (b) or (c) above in its sole discretion at any time. The Buyer is entitled to replace an option adopted pursuant to the foregoing with any other option referred to in this Article at any time. If the first option was adopted and at any time the Required Rating is lost, Buyer must adopt another option within fifteen (15) Days.
Buyer’s Discretion. Except as otherwise expressly provided in this Agreement, the Parties expressly understand and agree that Buyer shall have sole and unfettered discretion and authority with regard to any and all decisions relating to the method, manner, timing and extent of any and all development and operation of the New Concession, the marketing of Methane Gas production from the New Concession and the relinquishment or termination of the New Concession and Buyer shall not be under any obligation whatsoever, expressed or implied, to develop or operate the New Concession, market any Methane Gas production therefrom or extend or continue to operate the New Concession for the benefit of Seller. If at any time Buyer determines that it is no longer in Buyer's best interest to proceed or continue with development or operation of the New Concession, Buyer may in its sole discretion, subject to the provisions of Section 2.4(i), release, surrender, terminate or relinquish the New Concession, in which case this Agreement shall automatically terminate provided that Buyer does not thereafter obtain any concession or other rights to produce Methane Gas from the lands covered by the New Concession during the original term of the New Concession.
Buyer’s Discretion. In Buyer's sole discretion, Buyer may make an election under Section 338(h)(10) of the Code (and any corresponding elections under state, local, or foreign tax law) (collectively, a "Section 338(h)(10) Election") with respect to the purchase of GAC under this Agreement and Company agrees to join in any such election and execute any required forms and make any required filings in connection therewith.
Buyer’s Discretion. In the event that the Target Group suffers any Loss that gives rise to or otherwise entitles the Buyer or any Target Group Company to any indemnification by the Sellers hereunder, the Buyer shall have the right to direct the Sellers to either (a) indemnify the applicable Target Group Companies for the entire amount of the Loss suffered by the Target Group or (b) indemnify the Buyer (or, at the Buyer’s discretion, a designee of the Buyer) for the proportion of the Loss that is attributable to the Buyer. The Buyer shall have the right to claim indemnification from the Sellers on behalf of any Target Group Indemnitee. For the avoidance of doubt, in no event shall the indemnification by any Seller hereunder shall affect the Buyer’s percentage of shareholding in the BVIco or the Company as of immediately prior to such indemnification.
Buyer’s Discretion. In the event the Company suffers any Loss that gives rise to or otherwise entitles the Buyer to any indemnification by the Seller and/or Seller Shareholders hereunder, the Buyer shall have the right to direct the Seller and/or Seller Shareholders to either (a) indemnify the Company for the entire amount of the Loss suffered by the Company or (b) indemnify the Buyer (or, at the Buyer's sole and absolute discretion, a Buyer's designee) for the proportion of the Loss that is attributable to the Buyer.
Buyer’s Discretion. Xxxxx’s election at any time not to deliver a Margin Call at any time a Margin Deficit otherwise exists shall not in any way limit or impair Xxxxx’s right to deliver a Margin Call hereunder at any time a Margin Deficit exists.
Buyer’s Discretion. Except as to Mortgage Loans that Buyer shall have committed to purchase by an Approval Advice, Buyer shall be under no obligation to purchase any Mortgage Loan offered by Seller and shall have the absolute and sole discretion and option to agree or decline to purchase any Mortgage Loan submitted by Seller for Buyer's review.
