Common use of Contributor’s Remedy for Pre-Closing Default Clause in Contracts

Contributor’s Remedy for Pre-Closing Default. If the Partnership shall fail to perform when it is obligated to do so any of the covenants and agreements contained herein and such condition or failure continues for a period of ten (10) Business Days after written notice thereof from the Contributor, then the Contributor’s sole remedy shall be either: (a) to terminate this Agreement and this Agreement shall be of no further force and effect, except with respect to provisions hereof which by their express terms survive a termination of this Agreement, and within three (3) Business Days following the termination, (i) the Contributor shall be paid the ▇▇▇▇▇▇▇ Money Deposit as liquidated damages, and (ii) the Partnership shall reimburse the Contributor for all actual out-of-pocket costs and expenses incurred by the Contributor in connection with this Agreement; (b) to consummate the transactions contemplated hereby, notwithstanding such default, without any abatement or reduction in the Agreed Contribution Value on account thereof; (c) to compel specific performance of this Agreement. THE PARTNERSHIP AND THE CONTRIBUTOR AGREE THAT IT WOULD BE EXTREMELY DIFFICULT AND IMPRACTICABLE, IF NOT IMPOSSIBLE, TO ASCERTAIN WITH ANY DEGREE OF CERTAINTY THE AMOUNT OF DAMAGES WHICH WOULD BE SUFFERED BY THE CONTRIBUTOR IF THIS AGREEMENT IS TERMINATED AS SET FORTH IN THIS SECTION 10.4 AND THE PARTNERSHIP AND THE CONTRIBUTOR AGREE THAT THE PAYMENT REQUIRED BY THIS AGREEMENT CONSTITUTES A FAIR AND REASONABLE AMOUNT TO BE RECEIVED BY THE CONTRIBUTOR AS AGREED AND LIQUIDATED DAMAGES FOR TERMINATION OF THIS AGREEMENT AS SET FORTH IN THIS SECTION 10.4, AS WELL AS A FAIR, REASONABLE AND CUSTOMARY AMOUNT TO BE PAID AS LIQUIDATED DAMAGES TO A CONTRIBUTOR IN AN ARM’S LENGTH TRANSACTION OF THE TYPE CONTEMPLATED BY THIS AGREEMENT UPON A DEFAULT BY THE PARTNERSHIP THEREUNDER; AND RECEIPT BY THE CONTRIBUTOR OF THE PAYMENT REQUIRED BY THIS AGREEMENT UPON THE PARTNERSHIP’S DEFAULT HEREUNDER SHALL NOT CONSTITUTE A PENALTY OR A FORFEITURE.

Contributor’s Remedy for Pre-Closing Default. If the Partnership shall fail to perform when it is obligated to do so any of the covenants and agreements contained herein and such condition or failure continues for a period of ten (10) Business Days after written notice thereof from the ContributorContributors, then the Contributor’s Contributors’ sole remedy shall be either: (a) to terminate this Agreement and this Agreement shall be of no further force and effect, except with respect to provisions hereof which by their express terms survive a termination of this Agreement, and the Partnership shall, within three (3) Business Days following the termination, (i) pay to the Contributor shall be paid Contributors (allocated prorata among the ▇▇▇▇▇▇▇ Money Deposit Contributors in accordance with their respective Interests) the sum of One Hundred Thousand Dollars ($100,000.00) as liquidated damages, and (ii) the Partnership shall reimburse the Contributor Contributors for all actual out-of-pocket costs and expenses incurred by the Contributor Contributors in connection with this Agreement; (b) to consummate the transactions contemplated hereby, notwithstanding such default, without any abatement or reduction in the Agreed Contribution Value on account thereof;; or (c) to compel specific performance of this Agreement. THE PARTNERSHIP AND THE CONTRIBUTOR CONTRIBUTORS AGREE THAT IT WOULD BE EXTREMELY DIFFICULT AND IMPRACTICABLE, IF NOT IMPOSSIBLE, TO ASCERTAIN WITH ANY DEGREE OF CERTAINTY THE AMOUNT OF DAMAGES WHICH WOULD BE SUFFERED BY THE CONTRIBUTOR CONTRIBUTORS IF THIS AGREEMENT IS TERMINATED AS SET FORTH IN THIS SECTION 10.4 AND THE PARTNERSHIP AND THE CONTRIBUTOR CONTRIBUTORS AGREE THAT THE PAYMENT REQUIRED BY THIS AGREEMENT CONSTITUTES A FAIR AND REASONABLE AMOUNT TO BE RECEIVED BY THE CONTRIBUTOR CONTRIBUTORS AS AGREED AND LIQUIDATED DAMAGES FOR TERMINATION OF THIS AGREEMENT AS SET FORTH IN THIS SECTION 10.4, AS WELL AS A FAIR, REASONABLE AND CUSTOMARY AMOUNT TO BE PAID AS LIQUIDATED DAMAGES TO A CONTRIBUTOR IN AN ARM’S LENGTH TRANSACTION OF THE TYPE CONTEMPLATED BY THIS AGREEMENT UPON A DEFAULT BY THE PARTNERSHIP THEREUNDER; AND RECEIPT BY THE CONTRIBUTOR CONTRIBUTORS OF THE PAYMENT REQUIRED BY THIS AGREEMENT UPON THE PARTNERSHIP’S DEFAULT HEREUNDER SHALL NOT CONSTITUTE A PENALTY OR A FORFEITURE.

Contributor’s Remedy for Pre-Closing Default. If the Partnership shall fail to perform when it is obligated to do so any of the covenants and agreements contained herein and such condition or failure continues for a period of ten (10) Business Days after written notice thereof from the Contributor, then the Contributor’s sole remedy shall be either: (a) to terminate this Agreement and this Agreement shall be of no further force and effect, except with respect to provisions hereof which by their express terms survive a termination of this Agreement, and the Partnership shall, within three (3) Business Days following the termination, (i) pay to the Contributor shall be paid the ▇▇▇▇▇▇▇ Money Deposit sum of One Hundred Thousand Dollars ($100,000.00) as liquidated damages, and (ii) the Partnership shall reimburse the Contributor for all actual out-of-pocket costs and expenses incurred by the Contributor in connection with this Agreement; (b) to consummate the transactions contemplated hereby, notwithstanding such default, without any abatement or reduction in the Agreed Contribution Value on account thereof;; or (c) to compel specific performance of this Agreement. THE PARTNERSHIP AND THE CONTRIBUTOR AGREE THAT IT WOULD BE EXTREMELY DIFFICULT AND IMPRACTICABLE, IF NOT IMPOSSIBLE, TO ASCERTAIN WITH ANY DEGREE OF CERTAINTY THE AMOUNT OF DAMAGES WHICH WOULD BE SUFFERED BY THE CONTRIBUTOR IF THIS AGREEMENT IS TERMINATED AS SET FORTH IN THIS SECTION 10.4 AND THE PARTNERSHIP AND THE CONTRIBUTOR AGREE THAT THE PAYMENT REQUIRED BY THIS AGREEMENT CONSTITUTES A FAIR AND REASONABLE AMOUNT TO BE RECEIVED BY THE CONTRIBUTOR AS AGREED AND LIQUIDATED DAMAGES FOR TERMINATION OF THIS AGREEMENT AS SET FORTH IN THIS SECTION 10.4, AS WELL AS A FAIR, REASONABLE AND CUSTOMARY AMOUNT TO BE PAID AS LIQUIDATED DAMAGES TO A CONTRIBUTOR IN AN ARM’S LENGTH TRANSACTION OF THE TYPE CONTEMPLATED BY THIS AGREEMENT UPON A DEFAULT BY THE PARTNERSHIP THEREUNDER; AND RECEIPT BY THE CONTRIBUTOR OF THE PAYMENT REQUIRED BY THIS AGREEMENT UPON THE PARTNERSHIP’S DEFAULT HEREUNDER SHALL NOT CONSTITUTE A PENALTY OR A FORFEITURE.