Seller Breach. Upon discovery or notice of any defective document in a Trustee Mortgage Loan File or of any breach by a Seller of any of its representations, warranties or covenants under a Sales Agreement, which defect or breach materially and adversely affects the value of any Mortgage Loan or the interest of the Trust therein (it being understood that any such defect or breach shall be deemed to have materially and adversely affected the value of such Mortgage Loan or the interest of the Trust therein if the Trust incurs a loss as a result of such defect or breach), the Custodian or the Trustee shall promptly notify the Master Servicer of such defect or breach and direct the Master Servicer to request that the Seller of such Mortgage Loan cure such defect or breach and, if such Seller does not cure such defect or breach in all material respects within 60 days from the date on which it is notified of such defect or breach, to enforce such Seller's obligation under the Sales Agreement to purchase such Mortgage Loan from the Trustee. In lieu of purchasing any such Mortgage Loan as provided above, if so provided in the Sales Agreement, the Seller may cause such Mortgage Loan to be removed from the Trust (in which case it shall become a Deleted Mortgage Loan) and substitute one or more Qualified Substitute Mortgage Loans in the manner and subject to the limitations set forth in Section 2.03(h) hereof. Notwithstanding the foregoing, if such defect or breach is or results in a Qualification Defect, such cure, purchase or substitution must take place within 75 days of the Defect Discovery Date. It is understood and agreed that enforcement of the obligation of the Seller to cure, purchase or substitute for any Mortgage Loan as to which a material defect in a constituent document exists or as to which such a breach has occurred and is continuing shall constitute the sole remedy respecting such defect or breach available to the Trustee on behalf of the Certificateholders; provided, however, that such provision shall not limit the indemnification provisions of Section 8.05 hereof or of any Sales Agreement.
Seller Breach. Seller shall not have failed to perform in any material respect any material obligation or to comply in any material respect with any agreement or covenant of Seller to be performed or complied with by it under this Agreement.
Seller Breach. In the event the Seller fails to perform any agreement, covenant, representation or warranty under this Mineral Agreement, and Buyer is at that time ready, willing and able to perform all obligations by Buyer to be performed, Buyer may at Buyer’s option: (i) deem this Mineral Agreement terminated, null, void and of no further force or effect, at which txxx Xxxxxx shall have no further rights or liabilities under this Mineral Agreement, or (ii) initiate action for any other remedy at law or in equity permitted under Montana law including, without limitation, an action for specific performance.
Seller Breach. Seller agrees that in the event any Representative of Seller takes any action which, if taken by Xxxxxx, would constitute a breach of this Section 6.6, Seller shall be deemed to be in breach of this Section 6.6.
Seller Breach. Seller shall have performed and complied in all material respects with any covenant contained in this Agreement required to be performed and complied with by it on or prior to the Closing Date, and Buyer shall have received a certificate signed by an executive officer of Seller and the Company to such effect.
Seller Breach. Buyer is not aware of any information, fact or matter of any sort that causes or may cause any of Seller's representations and/or warranties to be inaccurate in any manner.
Seller Breach. Each party hereto shall indemnify, defend, and hold the other harmless against and in respect of any loss, damage, deficiency, or expense (including reasonable attorneys’ fees) resulting from any material misrepresentation, material breach of warranty, or material non-fulfillment of any covenant, agreement, or obligation on the part of the other party under this Agreement.
Seller Breach. In the event the Seller fails to perform any agreement, covenant, representation or warranty under this Coal Agreement, and Buyer is at that time ready, willing and able to perform all obligations by Buyer to be performed, Buyer may at Buyer’s option: (i) deem this Coal Agreement terminated, null, void and of no further force or effect, at which txxx Xxxxxx shall have no further rights or liabilities under this Coal Agreement, or (ii) initiate action for any other remedy at law or in equity permitted under Montana law including, without limitation, an action for specific performance.
Seller Breach. Upon discovery or receipt of notice of any defective document in an Asset File, or of any breach by the Seller of any representation, warranty or covenant hereunder or under the Sales Agreement, which defect or breach materially and adversely affects the value of any Asset or the interest of the Trust therein (it being
Seller Breach. To the Knowledge of Purchaser, Seller is not in breach of this Agreement. 8.1.6
