Buyer Default Termination definition

Buyer Default Termination has the meaning set forth in Section 2.5(b).
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Buyer Default Termination has the meaning given to such term in Section 3.2.
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Examples of Buyer Default Termination in a sentence

  • If this Agreement or the transactions contemplated herein are terminated other than for a termination which constitutes a Buyer Default Termination, the Seller shall instruct the Escrow Agent to, and the Escrow Agent shall, within two (2) Business Days after such instruction, return to the Buyer the Deposit by wire transfer of immediately available funds to the account designated in writing.

  • If Seller concludes after such discussion period that a Buyer Default Termination did occur, then Seller may deliver a notice of such Buyer Default Termination to the Escrow Agent (with a copy thereof to the Buyer) instructing the Escrow Agent to disburse the Deposit to an account designated by Seller by wire transfer of immediately available funds to be retained by Seller for its own account pursuant to the Escrow Agreement.

  • Accordingly, in the event all or any portion of the Property are sold to any person other than the Buyer pursuant to a higher or better offer approved by the Bankruptcy Court, without a Buyer Default Termination having occurred, then Buyer shall have no further liability hereunder to Seller and (a) the Escrow Agent shall deliver the Deposit and all interest accrued thereon to the Buyer, and (b) the Seller shall pay to the Buyer a fee equal to $650,000 (the "Break-up Fee").

  • A termination pursuant to clause (i) of this Section 8.4 is referred to herein as a "Buyer Default Termination".

  • In the event the Deposit becomes non-refundable by reason of a Buyer Default Termination, the provisions of Section 1.8 below shall apply.

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  • In the event this Agreement terminates as a result of a Buyer Default Termination, Seller's sole and exclusive remedy shall be strictly limited to (x) the retention of the Property and of the Deposit (together with the interest earned thereon) as liquidated damages, and (y) any actual damages the Seller has sustained, after application of the Deposit (together with any interest thereon), up to $1,500,000.

  • If the registration of which the Company gives notice is for a registered public offering involving an underwriting (which underwriter shall be selected by the Company, in its sole discretion), the Company shall so advise each of the Holders as a part of the written notice given pursuant to Section 3(c)(i)(A).

  • In the event the Deposit becomes payable to Seller by reason of a Buyer Default Termination pursuant to Section 9.1(f), Seller may at any time deliver a notice of such Buyer Default Termination to the Escrow Agent (with a copy thereof to Buyer) instructing the Escrow Agent to disburse the Deposit to an account designated by Seller by wire transfer of immediately available funds to be retained by Seller for its own account pursuant to the Escrow Agreement.

  • If this Agreement is terminated for any reason other than by reason of a Buyer Default Termination, the Escrow Holder shall return to Buyer the Deposit (together with all interest accrued thereon), but less Buyer’s one-half (1/2) share of the Escrow Holder’s escrow fees and charges, within five (5) business days from the date this Agreement is terminated.

Related to Buyer Default Termination

  • Buyer Default refers to nonpayment of the Xxxxxxx Money in accordance with the provisions of this Agreement (including nonpayment or dishonor of any check delivered for the Xxxxxxx Money) and/or the failure of this transaction to close due to nonperformance, breach and/or default with respect to the Buyer’s obligation(s) under this Agreement. In the event of a Buyer Default, the following provisions shall apply:

  • Seller Default has the meaning set forth in Section 11.2.

  • Employer default means having an outstanding balance or liability to the old fund or to the uninsured employers' fund or being in policy default, as defined in W. Va. Code § 23-2c-2, failure to maintain mandatory workers' compensation coverage, or failure to fully meet its obligations as a workers' compensation self-insured employer. An employer is not in employer default if it has entered into a repayment agreement with the Insurance Commissioner and remains in compliance with the obligations under the repayment agreement.

  • Purchaser Default has the meaning set forth in Section 12.2 (a).

  • Company Termination Event means any of the following:

  • Potential Termination Event means an event which but for the lapse of time or the giving of notice, or both, would constitute a Termination Event.

  • Commitment Termination Event means the earlier of (a) automatically and without notice or further action, the occurrence of any Event of Default described in Section 7.01(i) (Bankruptcy, Insolvency, etc.) with respect to the Borrower and (b) the occurrence and continuation of any other Event of Default under this Agreement pursuant to which either a Commitment Termination Event has been expressly declared or a declaration of the Loan to be due and payable has been given, in each case pursuant to Section 7.03 (Action if other Event of Default).

  • Event of Termination has the meaning specified in Section 7.01.

  • Triggering Event of Default means (i) any Event of Default with respect to an obligation of the Mortgage Loan Borrower to pay money due under the Mortgage Loan or (ii) any non-monetary Event of Default as a result of which the Mortgage Loan becomes a Specially Serviced Mortgage Loan (which, for clarification, shall not include any imminent Event of Default (i.e., subclause (vii) of the definition of Special Servicing Loan Event)).

  • Control Termination Event shall have the meaning given to such term or any one or more analogous terms in the Lead Securitization Servicing Agreement.

  • Unmatured Termination Event means an event that, with the giving of notice or lapse of time, or both, would constitute a Termination Event.

  • Additional Termination Event has the meaning specified in Section 5(b).

  • Terminating Event means any of the following events:

  • Event Termination Date See Section 2(e) hereof.

  • Incipient Event of Termination means an event that but for notice or lapse of time or both would constitute an Event of Termination.

  • Swap Termination Event means any event defined as a “Termination Event” in the Interest Rate Swap Agreement.

  • Major Default means any Event of Default occurring under Sections 4.1(a), 4.1(c), 4.1(l), or 4.1(p) of this Note.

  • Early Termination Event has the meaning specified in Section 9.2.

  • ERISA Termination Event means (i) a “Reportable Event” described in Section 4043 of ERISA and the regulations issued thereunder (other than a “Reportable Event” not subject to the provision for 30-day notice to the PBGC under such regulations), or (ii) the withdrawal of a Borrower or any of its ERISA Affiliates from a “single employer” Plan during a plan year in which it was a “substantial employer”, both of such terms as defined in Section 4001(a) of ERISA, or (iii) the filing of a notice of intent to terminate a Plan or the treatment of a Plan amendment as a termination under Section 4041 of ERISA, or (iv) the institution of proceedings to terminate a Plan by the PBGC or (v) any other event or condition which might constitute grounds under Section 4042 of ERISA for the termination of, or the appointment of a trustee to administer, any Plan or (vi) the partial or complete withdrawal of a Borrower or any ERISA Affiliate of such Borrower from a “multiemployer plan” as defined in Section 4001(a) of ERISA.

  • Event of Servicer Termination With respect to the Servicing Agreement, a Servicing Default as defined in Section 6.01 of the Servicing Agreement.

  • Anticipatory Termination means a termination of employment where PNC terminates your employment with PNC (other than for Misconduct or Disability) prior to the date on which a Change of Control occurs, and you reasonably demonstrated that such termination of employment (i) was at the request of a third party that has taken steps reasonably calculated to effect a Change of Control or (ii) otherwise arose in connection with or in anticipation of a Change of Control.

  • Lease Default means any event or condition which, with the lapse of time or the giving of notice, or both, would constitute a Lease Event of Default.

  • Automatic Termination shall have the meaning set forth in Section 2.3.2.

  • Event of Servicing Termination means an event specified in Section 8.1 of the Sale and Servicing Agreement.

  • Customer Default shall have the meaning set forth in Section 11.1.

  • Company Termination Fee has the meaning set forth in Section 7.3(a).