Common use of Default of Seller Clause in Contracts

Default of Seller. In the event a Seller fails to perform its obligations pursuant to this Agreement for any reason except failure by Purchaser to perform hereunder or the permitted termination hereof by Purchaser or Sellers in accordance with the express provisions hereof, Purchaser may (i) terminate this Agreement by giving Sellers timely written notice of such election prior to or at Closing, in which event Purchaser shall be entitled to receive back the Xxxxxxx Money (together with all interest earned thereon) and, additionally, Purchaser shall be entitled to recover from Sellers the reasonable out-of-pocket third-party expenses (reasonably documentation of which has been presented to Sellers) incurred by Purchaser in connection with this transaction, not to exceed Seventy-Five Thousand and 00/100 Dollars ($75,000.00), or (ii) pursue an action for specific performance, provided that any action for specific performance shall be commenced within thirty (30) days after such default, it being understood that if Purchaser fails to commence an action for specific performance within thirty (30) days after such default, Purchaser’s sole remedy shall be item (i) preceding. Purchaser shall have no right to seek specific performance if any Seller shall be prohibited from performing its obligations hereunder by reason of any law, regulation or other legal requirement applicable to such Seller. In no event shall Sellers be liable for any special, punitive, speculative or consequential damages (the foregoing shall not limit Purchaser’s rights to recover actual damages under Section 5.3 above. The remedies set forth in this Section 6.2 shall be the sole and exclusive remedies available to Purchaser for any Seller’s failure to close the transaction which is the subject of this Agreement in accordance with the provisions of this Agreement.

Default of Seller. In the event a Seller fails to perform its obligations pursuant to Section 2.3, 2.4 or 2.8 or to consummate the Closing pursuant to this Agreement for any reason except failure of a closing condition in Seller’s favor set forth in this Agreement or except failure by Purchaser to perform hereunder or the permitted termination hereof by Purchaser or Sellers Seller in accordance with the express provisions hereof, Purchaser may elect to either (i) terminate this Agreement by giving Sellers Seller timely written notice of such election prior to or at ClosingClosing or within five (5) business days after the Closing in the event of Seller’s failure to consummate the Closing as set forth above, in which event Purchaser shall be entitled to receive back the Xxxxxxx Money (together with all interest earned thereon) and, additionallyif applicable the return of any Contingency Payments required to be returned by Seller pursuant to Section 3.4 herein; or (ii) seek specific performance to enforce Seller’s obligations hereunder by notice to Seller of Purchaser’s election within 30 days after the originally scheduled Closing Date and filing of such suit within sixty (60) days of the Closing Date, Purchaser shall be entitled and to recover receive reimbursement from Sellers the Seller of the reasonable out-of-pocket third-party expenses (reasonably documentation of which has been presented to Sellers) incurred by the Purchaser as evidenced by documentation reasonably acceptable to Seller in connection with this transaction, Agreement in an amount not to exceed Seventy-Five Two Hundred Fifty Thousand and 00/100 Dollars ($75,000.00), or (ii250,000) pursue an action for specific performance, provided in the event that any action for specific performance shall be commenced within thirty (30) days after such default, it being understood that if Purchaser fails is unavailable as a result of Seller’s conveyance to commence an action for specific performance within thirty (30) days after such default, Purchaser’s sole remedy shall be item (i) preceding. Purchaser shall have no right to seek specific performance if any Seller shall be prohibited from performing its obligations hereunder by reason a third party in violation of any law, regulation or other legal requirement applicable to such Seller. In no event shall Sellers be liable for any special, punitive, speculative or consequential damages (the foregoing shall not limit Purchaser’s rights to recover actual damages under Section 5.3 aboveterms of this Agreement. The remedies set forth in this Section 6.2 shall be the sole and exclusive remedies remedy available to Purchaser for any Seller’s failure to close the transaction which is the subject of this Agreement in accordance with the provisions of this Agreement.

Default of Seller. In the event a Seller fails to perform its obligations pursuant to this Agreement for any reason except failure by Purchaser to perform hereunder or the permitted termination hereof by Purchaser or Sellers Seller in accordance with the express provisions hereof, Purchaser may (i) terminate this Agreement by giving Sellers Seller timely written notice of such election prior to or at Closing, in which event Purchaser shall be entitled to receive back the Xxxxxxx Money (together with all interest earned thereon) and, additionally, Purchaser shall be entitled to recover from Sellers Seller the reasonable out-of-pocket third-party expenses (reasonably documentation of which has been presented to SellersSeller) incurred by Purchaser in connection with this transaction, not to exceed Seventy-Five Fifty Thousand and 00/100 Dollars ($75,000.0050,000.00), or (ii) pursue an action for specific performance, provided that any action for specific PURCHASE AGREEMENT BHDOCS 089930.000022 603549929.9 Purchase and Sale Agreement - Beacon/Energy (Xxxxxxx) performance shall be commenced within thirty (30) days after such default, it being understood that if Purchaser fails to commence an action for specific performance within thirty (30) days after such default, Purchaser’s sole remedy shall be item (i) preceding. Purchaser shall have no right to seek specific performance if any Seller shall be prohibited from performing its obligations hereunder by reason of any law, regulation or other legal requirement applicable to such Seller. In no event shall Sellers Seller be liable for any special, punitive, speculative or consequential damages (the foregoing shall not limit Purchaser’s rights to recover actual damages under Section 5.3 abovedamages. The remedies set forth in this Section 6.2 shall be the sole and exclusive remedies available to Purchaser for any Seller’s failure to close the transaction which is the subject of this Agreement in accordance with the provisions of this Agreement.

Default of Seller. In the event a If Seller fails to perform its obligations pursuant to this Agreement for any reason except failure by Purchaser to perform hereunder or the permitted termination hereof by Purchaser or Sellers Seller in accordance with the express provisions hereof, and if such failure continues for twenty (20) days after written notice to Seller, Purchaser may (i) terminate this Agreement by giving Sellers Seller timely written notice of such election prior to or at Closing, in which event Purchaser shall be entitled to either (a) receive the return of the Xxxxxxx Money (together with all interest earned thereon), which return shall operate to terminate this Agreement and release Seller from any and all liability hereunder, or (b) enforce specific performance of Seller’s obligation to execute the documents required to convey the Property to Purchaser, it being understood and agreed that the remedy of specific performance shall not be available to enforce any other obligation of Seller hereunder. Purchaser expressly waives its rights to seek damages in the event of Seller’s default hereunder. Purchaser shall be deemed to have elected to terminate this Agreement and receive back the Xxxxxxx Money (together with all interest earned thereon) and, additionally, if Purchaser shall be entitled fails to recover from Sellers the reasonable out-of-pocket third-party expenses (reasonably documentation of which has been presented to Sellers) incurred by Purchaser in connection with this transaction, not to exceed Seventy-Five Thousand and 00/100 Dollars ($75,000.00), or (ii) pursue an action for specific performance, provided that any action file suit for specific performance shall be commenced within against Seller in a court having jurisdiction in the county and state in which the Property is located, on or before thirty (30) days after such default, it being understood that if Purchaser fails following the date upon which Closing was to commence an action for specific performance within thirty (30) days after such default, Purchaser’s sole remedy shall be item (i) preceding. Purchaser shall have no right to seek specific performance if any Seller shall be prohibited from performing its obligations hereunder by reason of any law, regulation or other legal requirement applicable to such Seller. In no event shall Sellers be liable for any special, punitive, speculative or consequential damages (the foregoing shall not limit Purchaser’s rights to recover actual damages under Section 5.3 aboveoccurred. The remedies set forth in this Section 6.2 shall be the sole and exclusive remedies available to Purchaser for any Seller’s failure to close the transaction which is the subject of this Agreement in accordance with the provisions of this Agreement.

Default of Seller. In the event a Seller fails to perform its obligations pursuant to Section 2.3, 2.4 or 2.8 or to consummate the Closing pursuant to this Agreement for any reason except failure of a closing condition in Seller’s favor set forth in this Agreement or except failure by Purchaser to perform hereunder or the permitted termination hereof by Purchaser or Sellers Seller in accordance with the express provisions hereof, Purchaser may elect to either (i) terminate this Agreement by giving Sellers Seller timely written notice of such election prior to or at ClosingClosing or within five (5) business days after the Closing in the event of Seller’s failure to consummate the Closing as set forth above, in which event Purchaser shall be entitled to receive back the Xxxxxxx Money Eaxxxxx Xoney (together with all interest earned thereon) and, additionallyif applicable the return of any Contingency Payments required to be returned by Seller pursuant to Section 3.4 herein; or (ii) seek specific performance to enforce Seller’s obligations hereunder by notice to Seller of Purchaser’s election within 30 days after the originally scheduled Closing Date and filing of such suit within sixty (60) days of the Closing Date, Purchaser shall be entitled and to recover receive reimbursement from Sellers the Seller of the reasonable out-of-pocket third-party expenses (reasonably documentation of which has been presented to Sellers) incurred by the Purchaser as evidenced by documentation reasonably acceptable to Seller in connection with this transaction, Agreement in an amount not to exceed Seventy-Five Two Hundred Fifty Thousand and 00/100 Dollars ($75,000.00), or (ii250,000) pursue an action for specific performance, provided in the event that any action for specific performance shall be commenced within thirty (30) days after such default, it being understood that if Purchaser fails is unavailable as a result of Seller’s conveyance to commence an action for specific performance within thirty (30) days after such default, Purchaser’s sole remedy shall be item (i) preceding. Purchaser shall have no right to seek specific performance if any Seller shall be prohibited from performing its obligations hereunder by reason a third party in violation of any law, regulation or other legal requirement applicable to such Seller. In no event shall Sellers be liable for any special, punitive, speculative or consequential damages (the foregoing shall not limit Purchaser’s rights to recover actual damages under Section 5.3 aboveterms of this Agreement. The remedies set forth in this Section 6.2 shall be the sole and exclusive remedies remedy available to Purchaser for any Seller’s failure to close the transaction which is the subject of this Agreement in accordance with the provisions of this Agreement.

Default of Seller. In the event a Seller fails to perform its obligations pursuant to this Agreement for any reason except failure by Purchaser to perform hereunder or the permitted termination hereof by Purchaser or Sellers Seller in accordance with the express provisions hereof, Purchaser may (i) terminate this Agreement by giving Sellers Seller timely written notice of such election prior to or at Closing, in which event Purchaser shall be entitled to either (a) receive the return of the Xxxxxxx Money (together with all interest earned thereon), which return shall operate to terminate this Agreement and release Seller from any and all liability hereunder, or (b) enforce specific performance of Seller’s obligation to execute the documents required to convey the Property to Purchaser, it being understood and agreed that the remedy of specific performance shall not be available to enforce any other obligation of Seller hereunder. Purchaser expressly waives its rights to seek damages in the event of Seller’s default hereunder. Purchaser shall be deemed to have elected to terminate this Agreement and receive back the Xxxxxxx Money (together with all interest earned thereon) and, additionally, if Purchaser shall be entitled fails to recover from Sellers the reasonable out-of-pocket third-party expenses (reasonably documentation of which has been presented to Sellers) incurred by Purchaser in connection with this transaction, not to exceed Seventy-Five Thousand and 00/100 Dollars ($75,000.00), or (ii) pursue an action for specific performance, provided that any action file suit for specific performance shall be commenced within against Seller in a court having jurisdiction in the county and state in which the Property is located, on or before thirty (30) days after such default, it being understood that if Purchaser fails following the date upon which Closing was to commence an action for specific performance within thirty (30) days after such default, Purchaser’s sole remedy shall be item (i) preceding. Purchaser shall have no right to seek specific performance if any Seller shall be prohibited from performing its obligations hereunder by reason of any law, regulation or other legal requirement applicable to such Seller. In no event shall Sellers be liable for any special, punitive, speculative or consequential damages (the foregoing shall not limit Purchaser’s rights to recover actual damages under Section 5.3 aboveoccurred. The remedies set forth in this Section 6.2 shall be the sole and exclusive remedies available to Purchaser for any Seller’s failure to close the transaction which is the subject of this Agreement in accordance with the provisions of this Agreement.