Delay in Closing Sample Clauses

Delay in Closing. Provided that the Purchaser is not in default of its obligations hereunder, if the Closing has not occurred by September 2, 2008, Seller will not ship to its customers any holiday themed product during the month of September 2008 and Seller will provide Purchaser with reasonable access to the Seller’s customer orders, including by providing to the Purchaser item level detail stating the product title of all customer orders shipped during such month or any other reasonable information that Purchaser requests to ensure that Seller has not shipped, or is not shipping, any holiday themed products to the Seller’s customers during the month of September 2008. Notwithstanding the foregoing, Seller may ship the ▇▇▇▇▇ ▇▇▇▇ Christmas album to its customers on the release date for such album, provided that Seller agrees to limit its shipments to no more than [1,000] units during the month of September 2008.

Delay in Closing. The Purchaser understands that the Company is a public reporting company subject to the reporting requirements of the Securities Exchange Act. Purchaser also understands that pursuant to such reporting requirements the Company must: (i) file a preliminary information statement on Schedule 14C (the “Information Statement”) with the Securities and Exchange Commission at least thirty days prior to the Closing Date, and (ii) distribute copies of the definitive Information Statement at least twenty days prior to the Closing Date. Purchaser understands and agrees that any delay in Closing caused by, indirectly or directly, the Company’s obligation to file or distribute an Information Statement shall not constitute a breach of this Agreement. The parties agree that the Closing Date shall be extended as required to enable the Company to comply with the above requirements of law.

Delay in Closing. If the Buyer is not able to effect the closing and conversion by the close of business on March 3, 2005, as required by Section 9.1 of this Agreement, caused solely by an action or failure to act of the Buyer or its agents, then the Buyer hereby agrees to pay to the Seller, on the Closing Date, as an additional payment (the "Contingent Purchase Price Consideration"), an aggregate amount in cash equal to $4,500,000. For purposes of this Section 7.5, the Buyer shall not be obligated to pay the Contingent Purchase Price Consideration if (i) the Closing and conversion does not occur by the close of business on March 3, 2005 by reason of events beyond the control of the Buyer, including any acts of God, or (ii) Seller is in material breach of this Agreement or the Working Agreement.

Delay in Closing. The loan will not be closed if, at the loan closing, the seller (in a sale transaction) or the bor- rower (in a nonpurchase money loan situation) indicates that construction, repair, or remodeling has been com- menced or completed on the property, or related materials or services have been delivered to or performed on the property within the time limit speci- fied in the affidavit, unless a State Supplement provides otherwise. The closing agent will notify the approval official, who will determine if the work of improvement could result in a lien prior to the agency lien. The State Of- fice will, with the advice and concur- rence of OGC, provide in a State Sup- plement the period of time to be used in completing the affidavit.

Delay in Closing. If a party is unable to complete Closing by the Closing Date but intends to complete the transaction and is acting in good faith and with reasonable diligence to proceed to Closing (“Delaying Party”), and if the other party is ready, willing and able to complete Closing on the Closing Date (“Non-Delaying Party”) then the Delaying Party shall give as much notice as possible to the Non-Delaying Party and shall be entitled to a delay in Closing. If the parties fail to complete Closing within fifteen (15) business days of the Closing Date, or to further extend the Closing Date by written agreement, then the Delaying Party shall be in default and the Non-Delaying Party may terminate this Agreement and shall be entitled to enforce any remedies available to such party under this Agreement for the breach.

Delay in Closing. Purchaser acknowledges that Seller has certain recurring overhead costs related to the overall development and its outstanding construction loan. In the event of failure of Purchaser to actually close on the Scheduled Closing Date, and without in any way limiting Seller’s rights and remedies under Section XV as a result of a default by Purchaser, Purchaser agrees to pay, in addition to all other amounts due, a late charge of one percent (1%) per month (based on the amount of the Purchase Price), prorated on a thirty (30) day basis, to accrue commencing on the Scheduled Closing Date and continuing until all payments required under this Agreement, together with such late charges, are paid. Seller’s failure to exercise any right or remedy under this Agreement shall not constitute a waiver of any of such defaults or of any of such rights, including without limitation, the right to cancel this Agreement, and will not constitute a modification of this Agreement.

Delay in Closing. Authority to Close If Escrow Agent cannot close the Escrow on or before the Scheduled Closing Date, it will nevertheless close when all conditions have been satisfied or waived, notwithstanding that one or more of such conditions was not timely performed, unless after the Scheduled Closing Date and prior to the close of the delayed Escrow, Escrow Agent receives a written notice to terminate the Escrow and this Agreement from a party who, at the time such notice is delivered, is not in default. Neither (i) the exercise of the right of termination, (ii) delay in the exercise of the right of termination, nor (iii) the return of monies and documents, shall affect the right of the party giving notice of termination to pursue legal or equitable remedies for the other party's breach of this Agreement. Nor shall (i) the giving of such notice, (ii) the failure to object to termination of the Escrow, or (iii) the return of monies and documents affect the right of the other party to pursue legal or equitable remedies for the breach of the party who gives notice.

Delay in Closing. In the event the Closing does not take place by August 31, 2008, Lender has the right to terminate its obligations and forbearance hereunder and in the documents related hereto by written notice to the other parties hereto.

Delay in Closing. In the event that Lender’s Consent is obtained on or before the Consent Outside Date, but Closing does not occur hereunder within the timeframe contemplated by the terms of the Lender’s Consent (whether stated as an expiration date, or, effectively, as a condition or requirement thereto), Seller and Purchaser acknowledge that the Lender’s Consent may lapse and/or expire, in which case: (i) Seller and Purchaser shall make commercially reasonable efforts to renew, confirm and/or reapply for, as applicable, a new Lender’s Consent and/or reactivate/re-implement the previously furnished Lender’s Consent, all on the same substantive terms and conditions of any previously furnished Lender’s Consent. (ii) In the event that Seller and Purchaser do not, at least thirty (30) days prior to the Scheduled Closing Date (the “Consent Renewal Deadline”), obtain a new Lender’s Consent and/or reactivate, re-implement and ratify, as applicable, the previously furnished Lender’s Consent, all on the same substantive terms and conditions of any previously furnished Lenders’ Consent (or on such terms and conditions mutually agreeable to Seller and Purchaser) and otherwise consistent with the terms of this Section 38, then the terms of Section 38(e) hereof shall govern except that Purchaser shall have the right upon written notice to Seller within five (5) Business Days after the Consent Renewal Deadline to extend the Scheduled Closing Date by no more than sixty (60) days.