Default After Closing Clause Samples
Default After Closing. In the event of a default by either party arising after Closing, the non-defaulting party shall have all rights and remedies permitted by law, subject to the express limitations set forth in other provisions of this Agreement, including, without limitation, the Mandatory Alternative Dispute Resolution Procedures described in Section 14.g below. Claims or demands shall be made within a reasonable time after any dispute has arisen, and in no event shall be made after the date when institution of legal or equitable proceedings based on such dispute would be barred by the applicable statute of limitations or statute of repose.
Default After Closing. Nothing herein contained shall limit the rights or obligations of the Parties with respect to a default under this Agreement occurring from and after the Closing Date, and in such case the Parties shall have all rights and remedies available at law, in equity or otherwise including, without limitation, the right to specific performance except neither Party shall have the right to recover (and each Party waives the right to) any speculative, consequential, or punitive damages from such default.
Default After Closing. The provisions of Sections 17(a) and (b) above shall not be applicable to any breach or default by a party occurring or first becoming actually known to the other party after Closing, and, as to any said breach or default, the non-defaulting party may exercise any and all remedies available at law or in equity, subject, however, to any applicable limitations on survival expressly provided for in this Agreement.
Default After Closing. The provisions of this Section 11.4 shall apply solely to the extent Closing is consummated under this Agreement, as follows:
11.4.1 Subject to any express provisions of this Agreement to the contrary, from and after Closing, FRP hereby agrees to indemnify MRP, MRP Designees, the Company, and their respective directors, officers, employees, partners, members and affiliates (collectively, "MRP Indemnified Parties"), and to hold MRP Indemnified Parties harmless from and against, any and all Damages paid or incurred by MRP Indemnified Parties due to (i) any breach of any representation or warranty made by FRP in this Agreement or any other Transaction Document executed by FRP, and (ii) any breach of any covenant made by FRP in this Agreement or any other Transaction Document executed by FRP.
11.4.2 Subject to any express provisions of this Agreement to the contrary, from and after Closing, MRP hereby agrees to indemnify FRP, the Company, and their respective directors, officers, employees, partners, members and affiliates (collectively, "FRP Indemnified Parties"), and to hold FRP Indemnified Parties harmless from and against, any and all Damages paid or incurred by FRP Indemnified Parties due to (i)any breach of any representation or warranty made by MRP or MRP Designee in this Agreement or any other Transaction Document executed by MRP or by MRP Designee, and (ii)any breach of any covenant made by MRP or MRP Designee in this Agreement or any other Transaction Document executed by MRP or by MRP Designee.
11.4.3 With regard to each party's right to assert a direct claim against the other party pursuant to Section 11.4.1(i) and/or Section11.4.2(i), as applicable, such right shall survive Closing until the date that is one (1) year after the Closing Date, and shall thereafter expire, and be null and void. With regard to each party's right to assert a claim against the other party pursuant to Section 11.4.1(ii) and/or Section 11.4.2(ii), as applicable, such right shall survive Closing without time limitation other than any applicable statute of limitations. From and after Closing, and excluding any other obligations and liabilities of the parties provided for under the express terms of this Agreement or under the express terms of any of the other Transaction Documents being delivered at Closing hereunder (including the Company Agreement), all of which shall survive Closing without limitation, the right to seek Damages and indemnification under this Section 11.4 s...
Default After Closing. If neither ▇▇▇▇▇▇▇▇ nor its Approved Mortgagee timely cures any Default by ▇▇▇▇▇▇▇▇ under this Agreement that occurs after conveyance of the Property at Closing, Herndon shall have the following remedies, subject to the prior rights of the Approved Mortgagee and the terms of the Tri-Party Agreement:
Default After Closing. If Purchaser or Sellers fail to perform any of the covenants of this Agreement to be performed after Closing, and such default is not cured within ten (10) days after written notice thereof, the other party will have all remedies at law or in equity, including recovery of all damages, subject to the limitations in SECTION 7.3 and this SECTION 11. Where the remedy requested is injunctive relief, it will not be necessary for the party requesting injunctive relief to show any actual damage or post an injunction bond.
Default After Closing. If Herndon fails to timely cure any Default by Herndon under this Agreement that occurs after conveyance of the Property at Closing, then ▇▇▇▇▇▇▇▇ shall have the following remedies:
Default After Closing. If Purchaser or Seller fails to perform any of the covenants of this Agreement to be performed after Closing, and such default is not cured within thirty (30) days after written notice, the other party will have all remedies at law or in equity, subject (except where the remedy requested is injunctive relief or specific performance) to the requirement that all disputes, controversies and causes of action of every kind and nature between the parties hereto arising out of or in connection with this Agreement will be subject to binding arbitration as provided in SECTION 11.20
Default After Closing