Buyer’s Option to Proceed or Decline Sample Clauses

Buyer’s Option to Proceed or Decline. Following receipt of a properly completed Transaction Notice and supporting documentation in accordance with Section 4.1(a), and so long as the proposed Transaction complies with the requirements set forth in Section 4.3, Buyer may, at its sole discretion, elect to either (i) enter into the proposed Transaction with the Seller on the terms set forth in the Transaction Notice (with such modifications as Buyer and Seller shall have agreed) by delivering to Seller finalized and executed Confirmations evidencing such Transaction and paying any applicable Funded Purchase Price in accordance with Section 4.1(c) below or (ii) decline Seller’s request to enter into such Transaction (in which case Buyer shall deliver written notice of such election on or before the proposed Purchase Date specified in the Transaction Notice). To the extent Buyer wishes to proceed with the Transaction, Buyer shall, no later than 2:00 p.m. on the Business Day immediately preceding the proposed Purchase Date, deliver to Seller a fully completed draft Confirmation with respect to the proposed Transaction. In the event Seller and Buyer disagree with respect to any portion of the draft Confirmation or in the event Buyer determines that any applicable Funding Conditions are not, or will not be, satisfied as of the relevant Purchase Date, Seller or Buyer (as applicable) shall promptly notify the other of the same, and Seller and Buyer shall, subject to Section 4.1(d), cooperate expeditiously and in good faith to resolve any such matters (to the extent the same are capable of being resolved).
Sample 1
AutoNDA by SimpleDocs
Buyer’s Option to Proceed or Decline. Following receipt of a properly completed Transaction Notice and supporting documentation in accordance with Section 4.1(a), and so long as the proposed Transactions comply with the requirements set forth in Section 4.3, each Buyer may, at its sole discretion, severally and not jointly, elect to either (i) enter into the proposed Transactions with Sellers on the terms set forth in the Transaction Notice (with such modifications as such Buyer and Seller Agent shall have agreed) by delivering to Seller Agent finalized and executed Confirmations evidencing such Transactions and paying its applicable Funded Purchase Price in accordance with Section 4.1(c) below or (ii) decline Sellers’ request to enter into such Transactions (in which case such Buyer shall deliver written notice of such election to the Seller Agent and Buyer Agent on or before the proposed Purchase Date specified in the Transaction Notice (any Buyer who has declined to enter into a Transaction pursuant to this clause (ii), a “Non-Consenting Buyer”); provided that, following any Non-Consenting Buyer’s delivery of a written notice pursuant to this clause (ii) with respect to any Transaction at any time there are two or more Buyers, (x) such Non-Consenting Buyer shall have no right to enter into any other Transactions on and after such date and (y) the Undivided Funding Percentage for such Transaction shall be recalculated in accordance with the definition thereof. To the extent a Buyer wishes to proceed with the Transactions, such Buyer shall, no later than 2:00 p.m. on the Business Day immediately preceding the proposed Purchase Date, deliver to the applicable Seller a fully completed draft Confirmation with respect to the proposed Transaction. In the event the applicable Seller and a Buyer disagree with respect to any portion of the draft Confirmation or in the event a Buyer determines that any applicable Funding Conditions are not, or will not be, satisfied as of the relevant Purchase Date, such Seller or such Buyer (as applicable) shall promptly notify the other and the Buyer Agent of the same, and such Seller and such Buyer shall, subject to Section 4.1(d), cooperate expeditiously and in good faith to resolve any such matters (to the extent the same are capable of being resolved).
Sample 1

Related to Buyer’s Option to Proceed or Decline

  • Conditions to The Buyer’s Obligation to Purchase The obligation of the Buyer hereunder to purchase the Note at the Closing is subject to the satisfaction, at or before the Closing Date of each of the following conditions, provided that these conditions are for the Buyer’s sole benefit and may be waived by the Buyer at any time in its sole discretion:

  • Conditions to Purchaser’s Obligation to Purchase The obligation of the Purchaser hereunder to purchase the Securities at the Closing is subject to the satisfaction, on or before the Closing Date, of each of the following conditions, provided that these conditions may be waived by the Purchaser at any time in its sole discretion:

  • CONDITIONS TO BUYER'S OBLIGATION TO PURCHASE The obligation of each Buyer hereunder to purchase the Debenture and Warrants at each Closing is subject to the satisfaction, at or before the Closing Date, of each of the following conditions, provided that these conditions are for such Buyer's sole benefit and may be waived by such Buyer at any time in its sole discretion:

  • CONDITIONS PRECEDENT TO THE BUYER’S OBLIGATION TO PURCHASE The obligation of the Buyer hereunder to purchase the Note at the Closing is subject to the satisfaction, at or before the Closing Date of each of the following conditions, provided that these conditions are for the Buyer’s sole benefit and may be waived by the Buyer at any time in its sole discretion:

  • Conditions to Purchaser’s Obligation to Close The obligation of Purchaser to Close under this Agreement is subject to each of the following conditions (any one of which may, at the option of Purchaser, be waived in writing by Purchaser) existing on the date of this Agreement, or such earlier date as the context may require.

  • Conditions to The Purchaser’s Obligation to Purchase The obligation of the Purchaser hereunder to purchase the Note at the Closing is subject to the satisfaction, at or before the Closing Date of each of the following conditions, provided that these conditions are for the Purchaser’s sole benefit and may be waived by the Purchaser at any time in its sole discretion:

  • Conditions Precedent to the Right of the Company to Deliver an Advance Notice The right of the Company to deliver an Advance Notice and the obligations of the Investor hereunder with respect to an Advance are subject to the satisfaction or waiver, on each Advance Notice Date (a “Condition Satisfaction Date”), of each of the following conditions:

  • Deliverables at Closing (a) At the Closing, Buyer shall deliver to the Company:

  • CONDITIONS TO EACH BUYER’S OBLIGATION TO PURCHASE The obligation of each Buyer hereunder to purchase the Notes and Warrants at the Closing is subject to the satisfaction, at or before the Closing Date of each of the following conditions, provided that these conditions are for such Buyer's sole benefit and may be waived by such Buyer at any time in its sole discretion:

  • CONDITIONS TO EACH PURCHASER'S OBLIGATION TO PURCHASE 7.1 The obligation of each Purchaser hereunder to purchase the Preferred Stock and Warrants to be purchased by it on the date of the Closing is subject to the satisfaction of each of the following conditions, provided that these conditions are for each Purchaser's sole benefit and may be waived by such Purchaser at any time in such Purchaser's sole discretion:

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