Extension to Cure Sample Clauses

Extension to Cure. Subject to the provisions of Article 6 and Section 10.2 hereof, if on the Closing Date, all of the Closing Conditions have not been satisfied in any material respect (or waived in writing), then, (a) the Purchaser shall so notify the Sellers and the Escrow Agent on or, if reasonably possible, before the Closing Date or (b) with respect to any Closing Condition that is a condition precedent to the Sellers’ obligations to consummate the Closing, the Sellers shall so notify the Purchaser and the Escrow Agent on or, if reasonably possible, before Closing Date; whereupon, at the Sellers’ or the Purchaser’s option exercisable by written notice on or before the Closing Date, the Closing Date shall be extended for a period not to exceed thirty (30) days to allow the Closing Conditions to be satisfied; it being acknowledged and agreed that such extension right may be exercised on more than one occasion as long as the cumulative period of all such extensions does not exceed thirty (30) days. Subject to the provisions of Article 6 and Section 10.2 hereof, the Purchaser shall have the election, at either the original or extended time for performance, to accept such title as the Sellers can deliver to the Assets (in their then condition) and/or to waive any unsatisfied Closing Conditions and to pay the Purchase Price for the Assets without deduction, in which case, the Sellers shall convey such title to the Assets. Notwithstanding anything to the contrary set forth herein, in the event that the Purchaser elects to waive any uncured breach by the Sellers of any of their obligations hereunder that exists as of the Closing Date, any Material Matters relating to such breach shall be counted towards the Material Matters Threshold.
Sample 1
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Extension to Cure. If Seller shall be unable to give title or to make conveyance, or to deliver possession of the Property, all as herein stipulated, or if on the date of Closing the Property does not conform with the provisions hereof, then Seller shall use good faith and reasonable efforts to remove any defects in title, or to deliver possession as provided herein, or to make the Property conform to the provisions hereof, as the case may be, and the Closing shall automatically be extended for a period of sixty (60) days (the “Extended Time”). If at the expiration of the Extended Xxxx Xxxxxx shall have failed so to remove any defects in title, deliver possession, or make the Property conform, as the case may be, all as herein agreed, after using good faith and reasonable efforts to do so, then, at Buyer’s option, the Deposit shall be forthwith refunded by Escrow Agent to Buyer and all other obligations of all parties hereto shall cease and this Agreement shall be void without recourse to the parties hereto. Notwithstanding the foregoing, in no event shall Seller be required to expend more than Twenty Thousand Dollars ($20,000.00) to cure any requirement under this Section 4.02. Buyer shall have the election, at either the original date of Closing or the Extended Time, to accept such title as Seller can deliver to the Property in its then condition and to pay therefore the Purchase Price without deduction, in which case Seller shall convey such title.
Sample 1
Extension to Cure. If on the Closing Date Owner shall be unable to give title, or to make the contribution, or to deliver possession, all as herein provided, or if on the Closing Date the Property does not conform to the provisions of Section 7.b. for reasons beyond Owner's reasonable control, Owner, in its sole discretion, may give notice to Operating Partnership, on or before the Closing Date, that it elects to use reasonable efforts to cure all impediments which cause it to be unable to give title, make conveyance or deliver possession as aforesaid, all as herein provided. Operating Partnership shall thereupon have the option, to be exercised by notice to Owner given on or before the third (3rd) business day following receipt of such notice from Owner, (i) to terminate this Agreement, whereupon Escrow Holder shall return the Deposit to Operating Partnership and all obligations of the parties hereto shall cease without recourse to the parties hereto except as otherwise expressly set forth herein, (ii) to exercise its election under Section 7.e, or (iii) to extend the Closing Date for a period (the "Owner's Extension Period") of up to thirty (30) days to permit Owner to cure as aforesaid. In the event that Operating Partnership shall fail to timely give the aforesaid notice then Operating Partnership shall be deemed to have elected the option in the foregoing clause (i).
Sample 1
Extension to Cure. If on the Closing Date Seller shall be unable ----------------- to give title, or to make conveyance, or to deliver possession, all as herein provided, or if on the Closing Date the Property does not conform to the provisions of Section 7.b., Seller, shall give notice to Buyer, on or before the Closing Date, that it will use reasonable efforts to cure all impediments which cause it to be unable to give title, make conveyance or deliver possession as aforesaid, all as herein provided, in which case the Closing Date shall be extended for a period (the "Seller's Extension Period") of up to thirty (30) days to permit Seller to cure as aforesaid. Seller's "reasonable efforts" shall not require the expenditure of more than $200,000 other than for the elimination of any Forced Removal Title Exception.
Sample 1

Related to Extension to Cure

  • Extension of the Expiry Date; Non-Extension Advance No earlier than the 60th day and no later than the 40th day prior to the then effective Expiry Date (unless such Expiry Date is on or after the date that is 15 days after the Final Legal Distribution Date for the Class A Certificates), the Borrower shall request that the Liquidity Provider extend the Expiry Date to the earlier of (i) the date that is 15 days after the Final Legal Distribution Date for the Class A Certificates and (ii) the date that is the day immediately preceding the 364th day occurring after the last day of the Consent Period (as hereinafter defined). Whether or not the Borrower has made such request, the Liquidity Provider shall advise the Borrower no earlier than the 40th day (or, if earlier, the date of the Liquidity Provider’s receipt of such request, if any, from the Borrower) and no later than the 25th day prior to the then effective Expiry Date (such period, the “Consent Period”), whether, in its sole discretion, it agrees to so extend the Expiry Date. If the Liquidity Provider advises the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall not be so extended, or fails to irrevocably and unconditionally advise the Borrower on or before the date on which the Consent Period ends that such Expiry Date shall be so extended (and, in each case, if the Liquidity Provider shall not have been replaced in accordance with Section 3.5(e) of the Intercreditor Agreement), the Borrower shall be entitled on and after the date on which the Consent Period ends (but prior to the then effective Expiry Date) to request a Non-Extension Advance in accordance with Section 2.02(b) hereof and Section 3.5(d) of the Intercreditor Agreement.

  • Extension Term (a) Tenant shall have the right to extend the Term for all of the Premises for one extension term of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior to the Expiration Date, (ii) at the time of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement of the Extension Term, (A) the Extension Term shall be added to and become part of the Term (but shall not be

  • Extension Option Provided the original Tenant (or tenant under a Permitted Transfer) named herein is itself occupying greater than seventy-five percent (75%) of the Premises at the time of giving its notice to exercise its option and at the commencement of the Extension Term (as defined herein), Tenant shall have the right and option to extend the Term for one (1) additional period of five (5) years (“Extension Term”). The right and option to so extend the term shall be personal to the Tenant executing this Lease and such right and option may not be assigned or transferred to any other party or entity. The Extension Term is to commence immediately upon expiration of the initial two (2) year Term (the “Original Term”), provided that Tenant shall give Landlord notice of Tenant’s exercise of such option by no later than nine (9) months and no earlier than twelve (12) months prior to the then scheduled expiration of the Original Term, and provided further that no Default exists at the time of giving such notice or at the commencement of the Extension Term. If a Default exists at the time of giving such notice or at the time of commencement of the Extension Term, Tenant’s exercise of such option shall, at the option of Landlord, be null and void and of no further force and effect. Prior to the exercise by Tenant of any such option, the expression “Term” shall mean the Original Term. Except as expressly otherwise provided in the following paragraph, all the terms, covenants, conditions, provisions and agreements in the Lease contained herein shall be applicable to the Extension Term, except that there shall be no further extension terms. If Tenant shall give notice of its exercise of said option to extend in the manner and within the time period provided aforesaid, the Term shall be extended upon the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to give timely notice of the exercise of such option as aforesaid, Tenant shall have no right to extend the Term of this Lease, time being of the essence of the foregoing provisions. The Annual Base Rent payable during the Extension Term shall be the greater of (a) an amount equal to the Fair Market Rent for the Premises as of the commencement date of the Extension Term or (b) the Annual Base Rent payable in the year immediately preceding the Extension Term. The Fair Market Rent shall be determined in accordance with the provisions set forth below. If for any reason the Annual Base Rent payable during the Extension Term has not been determined as of the commencement date of the Extension Term, Tenant shall pay the Annual Base Rent payable for the year immediately preceding the commencement of the Extension Term until the Annual Base Rent for the Extension Term is determined, at which time, an appropriate adjustment, if any, shall be made. The Fair Market Rent shall mean the anticipated rent for the Premises as of the commencement of the Extension Term tinder market conditions then existing. No later than the one (1) month after Tenant’s Extension Notice, Landlord shall notify Tenant of Landlord’s estimate of the Fair Market Rent. No later than fifteen (15) days after such notification, Tenant may dispute Landlord’s estimate of Fair Market Rent upon written notice thereof to Landlord which written notice shall contain Tenant’s estimate of the Fair Market Rent. If Tenant disputes Landlord’s estimate of Fair Market Rent within such fifteen (15) day period, then the Fair Market Rent shall be determined by agreement between Landlord and Tenant during the next thirty (30) day period (the “Discussion Period”), but if Landlord and Tenant are unable to agree upon the Fair Market Rent during the Discussion Period, then the Fair Market Rent shall be determined by the determination of a board of three (3) M.A.I, appraisers as hereafter provided, each of whom shall have at least five (5) years experience in the Lexington office rental market and each of whom is hereinafter referred to as “appraiser”, Tenant and Landlord shall each appoint one such appraiser and the two appraisers so appointed shall appoint the third appraiser (the “Neutral Appraiser”) which Neutral Appraiser shall have no then-existing relationship with Landlord or Tenant. The cost and expenses of each appraiser appointed separately by Tenant and Landlord shall be borne by the party who appointed the appraiser. The cost and expenses of the third appraiser shall be shared equally by Tenant and Landlord. Landlord and Tenant shall appoint their respective appraisers no later than fifteen (15) days after the expiration of the Discussion Period and shall designate the appraisers so appointed by notice to the other party. The two appraisers so appointed and designated shall appoint the Neutral Appraiser no later than fifteen (15) days after the end of the Discussion Period and shall designate such appraiser by notice to Landlord and Tenant. The Neutral Appraiser shall then choose either the Landlord’s estimate of Fair Market Rent or the Tenant’s estimate of Fair Market Rent as the Fair Market Rent of the space in question as of the commencement of the Extension Term and shall notify Landlord and Tenant of its determination no later than sixty (60) days after the end of the Discussion Period. The Fair Market Rent of the subject space determined in accordance with the provisions of this Section shall be deemed binding and conclusive on Tenant and Landlord. Notwithstanding the foregoing, if either party shall fail to appoint its appraiser within the period specified above (such party referred to hereinafter as the “failing party”) the other party may serve notice on the failing party requiring the failing xxxxx to appoint its appraiser within ten (10) days of the giving of such notice and if the failing party shall not respond by appointment of its appraiser within said (10) day period, then the appraiser appointed by the other xxxxx shall be the sole appraiser whose choice of either the Landlord’s or the Tenant’s estimate of Fair Market Rent shall be binding and conclusive upon Tenant and Landlord. All times set forth herein are of the essence.

  • Extension Terms County may, at its sole option, extend the term of this Agreement beyond the Initial Term for up to ___ additional one-year terms at the same rates and under the same terms provided for herein (each such period being an “Extension Term”). County shall notify Contractor of its election for an Extension Term(s) as provided for in §6.

  • Renewal, Extension The renewal or extension of any Letter of Credit shall, for purposes hereof, be treated in all respects the same as the issuance of a new Letter of Credit hereunder.

  • Notice of Extension (a) If the Institutional Trustee is the only registered Holder at the time the Company selects an Extended Interest Payment Period, the Company shall give written notice to the Regular Trustees, the Institutional Trustee and the Trustee of its selection of such Extended Interest Payment Period one Business Day before the earlier of (i) the next succeeding date on which Distributions on the Trust Securities issued by the Trust are payable, or (ii) the date the Trust is required to give notice of the record date, or the date such Distributions are payable, to the New York Stock Exchange or other applicable self-regulatory organization or to holders of the Preferred Securities issued by the Trust, but in any event at least one Business Day before such record date.

  • Option to Extend Lease Term Landlord hereby grants to Tenant one option to extend the Lease Term of the 000 Xxxx Xxxxx Lease for a five (5) year term commencing when the prior term expires, under the following terms and conditions:

  • EXTENSION OF USE The Contract may be extended to additional States or governmental jurisdictions upon mutual written agreement between New York State (the lead contracting State) and the Contractor. Political subdivisions and other authorized entities within each participating State or governmental jurisdiction may also participate in the Contract if such State normally allows participation by such entities. New York State reserves the right to negotiate additional minimum NYS Vehicle Discounts based on any increased volume generated by such extensions.

  • Extension of Maturity Date (a) On any anniversary of the Closing Date prior to the Maturity Date, the Borrowers may request to extend the then-applicable Maturity Date (the “Existing Maturity Date”) for an additional one-year period (an “Extension Period”) to the date that is one year after the Existing Maturity Date (the “Requested Maturity Date”); provided that the Borrowers may extend the Maturity Date for a maximum two (2) such Extension Periods. The Borrowers may make such request in a notice given as herein provided and substantially in the form attached hereto as Exhibit 2.8(a) (the “Extension of Maturity Date Request”) to the Administrative Agent not less than 30 days and not more than 90 days prior to any anniversary of the Closing Date, so long as (i) each of the representations and warranties contained in Section 7 and in the other Credit Documents shall be true and correct in all material respects on and as of the date of such notice and as of the commencement date of the relevant Extension Period as if made on and as of each date (or, if any such representation and warranty is expressly stated to have been made as of a specific date, as of such specific date) and (ii) no Default or Event of Default shall have occurred and be continuing on the date of such notice and as of the commencement date of the relevant Extension Period. Each Lender, acting in its sole discretion, shall, not later than a date 30 days after its receipt of any such notice from the Administrative Agent, notify the Borrowers and the Administrative Agent in writing of its election to extend or not to extend the Existing Maturity Date with respect to its Commitment. Any Lender which shall not timely notify the Borrowers and the Administrative Agent of its election to extend the Existing Maturity Date shall be deemed not to have elected to extend the Existing Maturity Date with respect to its Commitment (any Lender who timely notifies the Borrowers and the Administrative Agent of an election not to extend or fails to timely notify the Borrowers and the Administrative Agent of its election being referred to as a “Terminating Lender” and all such Lenders, collectively, the “Terminating Lenders”). The election of any Lender to agree to a requested extension shall not obligate any other Lender to agree to such requested extension.

  • Extension Right Tenant shall have 1 right (the “Extension Right”) to extend the term of this Lease for 3 years (the “Extension Term”) on the same terms and conditions as this Lease (other than Base Rent) by giving Landlord written notice of its election to exercise each Extension Right at least 12 months, and no earlier than 18 months, prior to the expiration of the Base Term of the Lease.

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