Failure of Conditions; Termination Sample Clauses

Failure of Conditions; Termination. In the event of any of the conditions specified in this Agreement shall not be fulfilled on or before the Closing Date, either of the parties have the right either to proceed or, upon prompt written notice to the other, to terminate and rescind this Agreement. In such event, the party that has failed to fulfill the conditions specified in this Agreement will liable for the other parties legal fees. The election to proceed shall not affect the right of such electing party reasonably to require the other party to continue to use its efforts to fulfill the unmet conditions.
Sample 1Sample 2Sample 3See All (153)
AutoNDA by SimpleDocs
Failure of Conditions; Termination. In the event that Buyer fails to satisfy any of the Conditions to Seller's Obligation to Closing by the Closing Date, then, provided Seller is not itself in default hereunder, Seller may terminate this Agreement by notice to Buyer on or before said date or at the Closing itself. If Seller does so, the Deposit shall be paid to Seller as liquidated damages, and neither party shall have any further rights, obligations or liabilities hereunder, except only that Buyer shall, to the extent it has not yet done so, repair and restore any damage or disturbance to the Property caused by its entries thereon for Due Diligence Investigations as required by Section 6.4, and Buyer's indemnify to Seller under said Section with respect to such entries shall survive such termination. Seller and Buyer shall each promptly deliver written instructions to Escrow Agent directing it to pay the Deposit to Seller as aforesaid.
Sample 1
Failure of Conditions; Termination. In the event that Seller fails to satisfy or cause to be satisfied any of the Conditions to Buyer's Obligation to Close by the Closing Date, then, provided Buyer is not itself in material default hereunder, Buyer may terminate this Agreement by notice to Seller before or at the Closing. If Buyer does so, the remaining undisbursed balance of the Deposit, if any, shall be refunded to Buyer, and neither party shall have any further rights, obligations or liabilities hereunder, except only that Buyer shall, to the extent it has not yet done so, repair and restore any damage or disturbance to the Property caused by its entries thereon for Due Diligence Investigations as required by Section 6.4, and Buyer's indemnity to Seller under said Section with respect to such entries shall survive such termination. Seller and Buyer shall each promptly deliver written instructions to Escrow Agent directing it to pay the Deposit to Buyer as aforesaid.
Sample 1
Failure of Conditions; Termination. If any of the conditions precedent to Purchaser’s obligation to close have not occurred or been satisfied on or before the Closing Date, Purchaser at its sole option may: (a) terminate this Contract by notice delivered to Seller on or before the Closing Date; or (b) waive such conditions precedent and proceed to Closing. Upon any termination of this Contract pursuant to any right to terminate set forth in this Contract and except as set forth in Section 8.02, the parties will have no further liability to each other. No termination under this agreement shall affect the terms and provisions of the Lease Agreement.
Sample 1
Failure of Conditions; Termination. In the event of any of the conditions specified in this Share Purchase Agreement shall not be fulfilled on or before the Closing Date, either of the Parties have the right either to proceed or, upon prompt written notice to the other, to terminate and rescind this Share Purchase Agreement. In such event, the party that has failed to fulfill the conditions specified in this Share Purchase Agreement will liable for the other Parties’ legal fees. The election to proceed shall not affect the right of such electing party reasonably to require the other party to continue to use its efforts to fulfill the unmet conditions.
Sample 1
Failure of Conditions; Termination. In the event of any of the conditions specified in this Agreement shall not be fulfilled prior to, or after the Closing Date, either of the parties have the right either to proceed or, upon prompt written notice to the other, to terminate and rescind this Agreement. In the event Technical Industries & Energy, Corp. fails to obtain the SEC approval in order to become a publicly traded company, Technical Industries, Inc. shall have the right to cancel this Agreement by returning Technical Industries & Energy, Corp shares and obtaining Technical Industries, Inc. shares back. In such event, the party that has failed to fulfill the conditions specified in this Agreement will be liable for the other party’s legal fees. The election to proceed shall not affect the right of such electing party reasonably to require the other party to continue to use its efforts to fulfill the unmet conditions.
Sample 1

Related to Failure of Conditions; Termination

  • Termination Conditions This Agreement terminates upon the earlier of any of the following events: 18.1. Podmínky ukončení platnosti smlouvy Platnost této smlouvy skončí, jakmile nastane kterákoliv z následujících událostí:

  • Default Termination a. In the event that the Property has been sold contrary to or any person bids in contravention of the provisions in Clause 4 above, then such sale shall be cancelled and become null and void and of no further effect wherein all monies paid by the Purchaser hitherto including the Deposit shall be forfeited absolutely and immediately.

  • Vendor’s Termination If TIPS fails to materially perform pursuant to the terms of this Agreement, Vendor shall provide written notice to TIPS specifying the default (“Notice of Default”). If TIPS does not cure such default within thirty (30) days, Vendor may terminate this Agreement, in whole or in part, for cause. If Vendor terminates this Agreement for cause, and it is later determined that the termination for cause was wrongful, the termination shall automatically be converted to and treated as a termination for convenience.

  • Buyer’s Termination Right If, prior to Closing and the delivery of possession of the Property to Buyer in accordance with this Contract, (a) any condemnation proceeding shall be pending against a substantial portion of the Hotel or (b) there is any substantial casualty loss or damage to the Hotel, Buyer shall have the option to terminate this Contract, provided Buyer delivers written notice to Seller of its election within twenty (20) days after the date Seller has delivered Buyer written notice of any such loss, damage or condemnation as provided above, and in such event, the Xxxxxxx Money Deposit, and any interest thereon, shall be delivered to Buyer and thereafter, except as expressly set forth herein, no party shall have any further obligation or liability to the other under this Contract. In the context of condemnation, “substantial” shall mean condemnation of such portion of a Hotel (or access thereto) as could, in Buyer’s reasonable judgment, render use of the remainder impractical or unfeasible for the uses herein contemplated, and, in the context of casualty loss or damage, “substantial” shall mean a loss or damage in excess of One Hundred Thousand and No/100 Dollars ($100,000.00) in value.

  • Survives Termination The Contractor’s confidentiality obligation under the Contract shall survive termination of the Contract.

  • Mandatory Termination In the event that a mandatory prepayment in full of the Advances is required by the Requisite Lenders pursuant to Section 2.06(b) (whether or not there are Advances outstanding), the Commitments of the Lenders shall immediately terminate.

  • CFR PART 200 Termination Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be eff ected and the basis for settlement. (All contracts in excess of $10,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for cause after giving the vendor an appropriate opportunity an d up to 30 days, to cure the causal breach of terms and conditions. ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for convenience with 30 days notice in writing to the awarded vendor. The vendor would be compensated for work performed and goods procured as of the termination date if for convenience of the ESC Region 8 and TIPS Members. Any award under this procurement process is not exclusive and the ESC Region 8 and TIPS reserves the right to purchase goods and services from other vendors when it is in the best interest of t he ESC Region 8 and TIPS. Does vendor agree? Yes

  • Other Termination Events Subject to Section 6.4(b), this Agreement shall terminate with respect to all Parties upon the earliest to occur of (a) a written agreement among the Parties to terminate this Agreement, (b) the Closing and (c) the delivery of a written notice from the Majority Initial Consortium Members.

  • Termination Upon Breach Each party shall have the right to terminate this Agreement provided (i) such party provides sixty (60) days prior notice to the other party; (ii) the other party is in a material breach of any of the terms of this Agreement; and (iii) the prior breach is not cured within such sixty (60) day period. Any such notice shall provide, in reasonable detail, a description of the alleged breach and the requested cure of that breach.

  • Amendments; Termination Any provision of this Agreement may be amended or waived if, and only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Agreement or in the case of a waiver, by the party against whom the waiver is to be effective. This Agreement shall terminate on the earlier to occur of the consummation of the Merger and the date which is 18 months after the date hereof.

Time is Money Join Law Insider Premium to draft better contracts faster.