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10.2. Default by Seller; Remedies of Purchaser.
<br />In the event Seller shall fail, neglect or refuse to perform, or otherwise default in the performance
<br />of, any of the covenants, agreements, duties or obligations set forth in this Agreement on its part to be
<br />performed within the time or times specified herein and Seller shall fail to cure such default on its part
<br />within five (5) days following Seller's receipt of a Claim Notice from Purchaser with respect to
<br />Purchaser's Claim occasioned by Seller's default, Purchaser may (i) institute suit for and proceed against
<br />Seller in equity for specific performance of this Agreement, or (ii) solely in the event that Seller's default
<br />is the result of Seller's sale of the Property to a third party in violation of the provisions of this
<br />Agreement, the material breach or inaccuracy of Seller's representations or warranties contained in
<br />Section 7.1 (Seller's Representations and Warranties) of this Agreement at the time such representation or
<br />warranty was made, or the existence of any mortgages, liens or encumbrances affecting title to the
<br />Property which are a result of a voluntary act on the part of Seller after the effective date of the Title
<br />Commitment, Purchaser may institute a Claim for its actual, out-of-pocket economic damages
<br />(specifically excluding any; non -economic damages of any kind or nature; lost or expected profits or
<br />revenues; incidental or consequential damages; or any speculative, expectancy, remote, punitive or
<br />exemplary damages) incurred as a result of such default; provided, however, that any such Claim shall
<br />also be subject to the requirements and limitations set forth in Article 7. Purchaser and Seller hereby
<br />acknowledge that the fight to seek the remedy of specific performance of this Agreement is hereby
<br />expressly granted by Seller to Purchaser, notwithstanding the fact that Seller does not and shall not have
<br />the reciprocal right to seek the remedy of specific performance of this Agreement against Purchaser and
<br />that the lack of mutuality of remedy in that respect has been fairly negotiated and consciously agreed
<br />upon by Seller and Purchaser. Notwithstanding the foregoing provisions of this Section 10.2, Seller shall
<br />have thirty (30) days (rather than five (5) days) to cure a default of Seller occasioned by a breach of any
<br />Surviving Obligations or any of the representations and warranties of Seller set forth in Section 7.1
<br />(Seller's Representations and Warranties) of this Agreement.
<br />11. MISCELLANEOUS.
<br />11.1. Force Maieure.
<br />If the performance by either party hereto of its respective non -monetary obligations under this
<br />Agreement is delayed or prevented in whole or in part by inclement weather, acts of God, fire, floods,
<br />storms, explosions, accidents, epidemics, war, civil disorder, strikes or other labor difficulties, or any law,
<br />rule, regulation, order or other action adopted or taken by any federal, state or local government authority,
<br />or any other cause not reasonably within such party's control, whether or not specifically mentioned
<br />herein, such party shall be excused, discharged and released of performance to the extent such
<br />performance or obligation is so delayed or prevented by such occurrence without liability of any kind.
<br />Notwithstanding the foregoing, if, following the occurrence of an event of force majeure as aforesaid, one
<br />party hereto asserts that such occurrence excuses, suspends or otherwise modifies any of such party's
<br />obligations, duties or covenants under this Agreement and as a result of such occurrence and assertion the
<br />other party to this Agreement no longer has the substantial benefit of its bargain under this Agreement,
<br />then the other party that no longer has the substantial benefit of its bargain as aforesaid may cancel and
<br />terminate this Agreement provided it exercises such right within a reasonable time after the occurrence of
<br />force majeure and assertion by the other party as aforesaid.
<br />11.2. Waivers.
<br />No
<br />release, discharge or
<br />waiver of any provision hereof shall be
<br />enforceable
<br />against or binding
<br />upon either
<br />party hereto unless in
<br />writing and executed by both parties hereto. Neither
<br />the failure to insist
<br />upon strict
<br />performance of any
<br />of the agreements, terms, covenants
<br />or conditions
<br />hereof, nor the
<br />acceptance
<br />of monies due hereunder
<br />with knowledge of a breach of this
<br />Agreement,
<br />shall be deemed a
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