Actions by the Buyer Sample Clauses

Actions by the Buyer. In accordance with clause 2.4 (ii) through (iv) CMS shall pay to DKSHI the Milestone Payments within 10 days upon the occurrence of one of the below listed events: CHF ____ upon receipt of the Product related documents as listed in Annex 8 for the pharmaceutical Product Combizym and the Seller’s delivery of the Escrowed Documentation as referred to in clauses 2.4 (ii) and 4.1.2 into custody of the Escrow Agent under the Documentation Escrow Agreement according to Annex 9. CHF ____ upon issuance of the Registrations listed in Annex 6 for the pharmaceutical Product Combizym in the name of CMS (or one of its Affiliates, to the extent applicable) and the issuance of the Registrations listed in Annex 6 for the pharmaceutical Product Hirudoid in the name of CMS (or one of its Affiliates, as designated by CMS). CHF ____ upon receipt of a copy of an application filed by the Seller or one of its Affiliates with the competent Chinese authorities for the transfer of the import drug license for China for the Products onto CMS (or one of its Affiliates, as designated by CMS). In the event that CMS fails to comply with one or several of the actions stipulated in this clause 9.2 (i) through (iii) for a period of 30 days after expiry of the time limits set herein, the then outstanding balance up to the aggregate Purchase Price shall become due at once without further notice from DKSHI. Further and in accordance with clause 7, CMS shall pay to DKSHI on the date of the collection of the respective Product stocks such amounts in CHF denomination as shall be due pursuant to clause 7 above.
Sample 1
Actions by the Buyer. At the Closing, the Buyer shall make the following payments by bank transfer to the bank accounts designated in accordance with Section 4.5:
Sample 1
Actions by the Buyer. At the Closing, the Buyer shall, or shall cause its Affiliates to, perform the following actions:
Sample 1

Related to Actions by the Buyer

  • Actions by the Company Any action, election or determination by the Board or any committee thereof pursuant to or relating to this Agreement will be effective if, and only if, it is taken or made by (or with the prior approval of) a majority of the members of the Board who are not at the time employees of Holdings or any of its Subsidiaries. * * * * *

  • Deliveries by the Buyer At the Closing, the Buyer shall deliver, or cause to be delivered, to the Seller the following:

  • Actions by the Board Any and all determinations or other actions required of the Board hereunder that relate specifically to Executive’s employment by the Company or the terms and conditions of such employment shall be made by the members of the Board other than Executive if Executive is a member of the Board, and Executive shall not have any right to vote or decide upon any such matter.

  • Representations by the Purchaser The Purchaser represents and warrants to the Issuer that, as at the Agreement Date and at the Closing:

  • Indemnity by the Buyer The Buyer shall indemnify the Seller and its subsidiaries other than any Buyer Indemnitees and each of their respective officers, directors, employees, agents and representatives (the “Seller Indemnitees”) against and hold them harmless from, any Losses, suffered or incurred by such Seller Indemnitee by reason of, arising out of or otherwise in respect of any inaccuracy in, or breach of, any representation or warranty (without giving effect to any supplement to the schedules occurring after the date hereof or qualifications as to materiality or dollar amount or other similar qualifications), or a failure to perform or observe any covenant, agreement or obligation of, the Buyer in or under this Agreement or in or under any document, instrument or agreement delivered pursuant to this Agreement by the Buyer.

  • REPRESENTATIONS BY THE COMPANY 3.1 The Company represents and warrants to the Subscriber that:

  • Deliveries by the Purchaser At the Closing, the Purchaser shall deliver, or cause to be delivered, to the Company the following:

  • By the Buyer Subject to Section 7.1(E) hereof, the Parent and Buyer shall indemnify, save, defend and hold harmless the Seller and the Stockholder (collectively, the "Seller Indemnified Parties") from and against any and all Damages (i) incurred in connection with or arising out of or resulting from or incident to any breach of any covenant, breach of warranty as of the Effective Date, or the inaccuracy of any representation as of the Effective Date, made by the Buyer or Parent in or pursuant to this Agreement, the Ancillary Agreements, or any other agreement contemplated hereby or in any schedule, certificate, exhibit, or other instrument furnished or to be furnished by the Buyer under this Agreement, (ii) based upon, arising out of or otherwise in respect of any liability or obligation of the Business or relating to the Assets (a) relating to any period on and after the Effective Date, other than those Damages based upon or arising out of the Retained Liabilities, or (b) arising out of facts or circumstances existing on and after the Effective Date, other than those Damages based upon or arising out of the Retained Liabilities; provided, however, that the Buyer shall not be liable for any such Damages to the extent, if any, such Damages result from or arise out of a breach or violation of this Agreement by any Seller Indemnified Party, (iii) under the Securities Act, the Exchange Act or other federal or state law or regulation, at common law or otherwise, arising out of or based upon any untrue statement or alleged untrue statement of a Material fact relating to Parent, Buyer or any Other Acquired Business contained in any preliminary prospectus, the Registration Statement or any prospectus forming a part thereof, or any amendment thereof or supplement thereto, or arising out of or based upon any omission (or alleged omission) to state therein a Material fact relating to Parent or Buyer or any of the Other Acquired Businesses required to be stated therein or necessary to make the statements therein not misleading.

Time is Money Join Law Insider Premium to draft better contracts faster.