Capital Purchases. The Seller shall provide each of the Managing Agents with a purchase notice, in the form of Exhibit B (each a "Purchase Request"), no later than 3:00 p.m. (New York time) at least three (3) Business Days prior to each Capital Purchase. Each Purchase Request shall, except as set forth below, be irrevocable and shall specify the requested Purchase Price (not to be less than $5,000,000) and date of purchase (which shall be a Business Day). Each Purchase Group shall fund each Capital Purchase ratably based on the respective Funding Percentage of such Purchase Group. The Conduit Purchasers of each Purchase Group may, in their discretion, fund the Purchase Group's Funding Percentage of such Capital Purchase (such amount of the Capital Purchase allocated to such Purchase Group being referred to as the "Funding Amount") and the Managing Agent of each Purchase Group shall allocate the portions of the Funding Amount, if any, to be funded by each such Conduit Purchaser in its sole discretion; provided that no Conduit Purchaser shall fund any portion of a Capital Purchase if, after giving effect thereto, the aggregate Capital of its Purchased Interest would exceed its Conduit Purchase Limit. In the event that the Conduit Purchasers of any Purchase Group elect not to fund the Funding Amount, then the Committed Purchasers in such Purchase Group shall, subject to the terms and conditions of this Agreement including without limitation Section 3.03, fund such Funding Amount (or the unfunded portion thereof) ratably based on the respective Committed Purchaser Percentages of such Committed Purchasers; provided that (i) no Committed Purchaser shall be required to fund any portion of a Capital Purchase if, after giving effect thereto, the aggregate Capital of its Purchased Interest would exceed its Commitment, and (ii) no Purchaser shall be required to fund any portion of a Capital Purchase if, after giving effect thereto, the aggregate Capital of the Purchased Interests of all Purchasers in its Purchase Group would exceed the Group Purchase Limit of its Purchase Group. Each applicable Purchaser shall transfer the portion of such Capital Purchase to be funded by it in immediately available funds to the account and on the date of Capital Purchase specified in the related Purchase Request.

Capital Purchases. From time to time, the Board shall acquire capital equipment for use in performance of the duties in the administration, operation, and maintenance of the system. Such purchases shall require the approval of the Townships either as a part of the annual budget process or by special appropriation. Each Township shall be deemed to have a separate equitable beneficial interest in such capital items. The cost of such items shall be allocated to each Township in accordance with the formula established in paragraph 14A, or as may be otherwise specifically agreed at the time of purchase.

Capital Purchases. 12.1 This Agreement does not provide any mechanism for making capital purchases. If the Partners decide at any time throughout the duration of this Agreement that it is necessary to make capital purchases then the Partners will agree this separately in writing.

Capital Purchases. If, during Phase I, Ostex and Metrika agree to purchase jointly manufacturing equipment to be used in the production of the NTx/DRx Device, such purchases shall be made in accordance with the terms of this Article VI. The capital equipment shall be jointly owned by Ostex and Metrika. Each party shall be obligated to pay their pro rata share of the equipment costs as set forth in Section 6.2, and shall have the rights to purchase the other party's pro-rata interest in the equipment as set forth in Section 6.3. No capital equipment shall be jointly purchased unless and until Ostex and Metrika agree in writing as to the parties' respective right to use the acquired capital equipment for their own business activities.

Capital Purchases. The Seller shall provide the Agent with a purchase notice, in the form of Exhibit B (each a “Capital Purchase Request”), no later than 1:00 p.m. (New York City time) on the Business Day that is one Business Day prior to each Capital Purchase. The Agent shall promptly notify the Purchaser of the contents of any such Capital Purchase Request. Each Capital Purchase Request shall, except as set forth below, be irrevocable and shall specify the requested Purchase Price (for which the initial amount shall not be less than $1,000,000 and thereafter in $100,000 increments) and date of purchase (which shall be a Business Day). On the date of each Capital Purchase, upon satisfaction of the applicable conditions precedent set forth in Article III, the Purchaser shall make available to the Agent in accordance with the provisions of Section 2.05, not later than 11:00 a.m. (New York City time), in immediately available funds, an amount equal to the requested amount of such Capital Purchase, and the Agent will, upon receipt thereof, make such funds available to the Seller by 3:00 p.m. (New York City time) by wire transfer to the Seller’s Account; provided, that in no event shall the Purchaser make any Capital Purchase if, after giving effect thereto, either (i) the Purchaser Interest would exceed 100% or (ii) the aggregate outstanding Capital would exceed the Purchase Limit. The Agent shall deliver to the Seller promptly after the occurrence of each Capital Purchase written confirmation of the amount of such Capital Purchase and the date such Capital Purchase is effective.

Related to Capital Purchases

Initial Purchase On the Initial Closing Date, subject to satisfaction of the conditions specified in Article VI and the First Step Initial Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller shall sell, transfer, assign and otherwise convey to XXXX, without recourse:
Additional Purchases Stockholder agrees that any shares of capital stock of the Company that Stockholder purchases or with respect to which Stockholder otherwise acquires beneficial ownership after the execution of this Agreement and prior to the Expiration Date ("New Shares") shall be subject to the terms and conditions of this Agreement to the same extent as if they constituted Shares.
Initial Purchase Price The VFN is to be purchased at a price (the “Initial Purchase Price”) equal to 100% of the Initial Note Principal.
Forward Purchase Securities The Forward Purchase Shares and the shares of Common Stock issuable upon exercise of the Forward Purchase Warrants have been duly authorized and reserved for issuance and when issued and paid for in accordance with the Forward Purchase Contract and the Warrant Agreement, will be validly issued, fully paid and non-assessable. The holders of the Forward Purchase Securities are not and will not be subject to personal liability by reason of being such holders; the Forward Purchase Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company; and all corporate action required to be taken for the authorization, issuance and sale of the Forward Purchase Securities has been duly and validly taken. The Forward Purchase Securities conform in all material respects to the descriptions thereof contained in the Registration Statement, the Sale Preliminary Prospectus and the Prospectus, as the case may be. When paid for and issued, the Forward Purchase Units and the Forward Purchase Warrants will constitute valid and binding obligations of the Company to issue the number and type of securities of the Company called for thereby in accordance with the terms thereof, and such Forward Purchase Units and Forward Purchase Warrants are enforceable against the Company in accordance with their respective terms, except: (i) as such enforceability may be limited by bankruptcy, insolvency, reorganization or similar laws affecting creditors’ rights generally; (ii) as enforceability of any indemnification or contribution provision may be limited under foreign, federal and state securities laws; and (iii) that the remedy of specific performance and injunctive and other forms of equitable relief may be subject to the equitable defenses and to the discretion of the court before which any proceeding therefor may be brought. The shares of Common Stock issuable upon exercise of the Forward Purchase Warrants have been reserved for issuance and upon the exercise of the applicable Forward Purchase Warrants and upon payment of the consideration therefor, and when issued in accordance with the terms thereof, such shares of Common Stock will be duly and validly authorized, validly issued, fully paid and non-assessable.
Final Purchase Price Xxxxxxx and Buyer agree that (a) the Deposit shall be applied to the final purchase price of the puppy, (b) the remaining balance will become due at the time of picking a puppy, at least 2 weeks before the puppy is delivered and/or ownership is transferred from Breeder to Buyer if paying any other way besides cash. The total purchase price for the puppy is $ . The foregoing purchase price does not include any delivery or shipping charges.
Optional Purchase (a) On any Distribution Date on which the sum of the Class A Note Balance plus the Class B Note Balance plus the Class C Note Balance has been or will, after giving effect to the application of Available Funds on such Distribution Date, be less than or equal to 10% of the sum of the initial Class A Note Balance plus the initial Class B Note Balance plus the initial Class C Note Balance, the Servicer shall have the option, upon no less than twenty (20) days prior written notice prior (or such lesser number of days permissible by the Clearing Agency and reasonably acceptable to the Indenture Trustee) to the related Distribution Date to the Issuer, the Trust Collateral Agent, the Owner Trustee, the Indenture Trustee and the Rating Agencies, to reacquire the Trust Property, other than the Trust Accounts. The Indenture Trustee shall provide notice of the Optional Purchase to the Noteholders within 5 Business Days of its receipt of the Servicer’s notice. To exercise such option, the Servicer shall deposit pursuant to Section 5.04 in the Collection Account an amount equal to: (x) the aggregate Purchase Amount for the Loans, plus (y) the fair market value of any other property held by the Trust (other than the Trust Accounts), plus (z) sufficient funds to pay interest on the Notes through the date of redemption after giving effect to the application of Available Funds on such date. Notwithstanding the foregoing, the Servicer shall not exercise such option unless the purchase price paid by the Servicer and other funds held by the Issuer are sufficient to pay the full amount of principal and interest due and payable on each class of the Notes, and all amounts due and payable to the Indenture Trustee, the Trust Collateral Agent, the Backup Servicer and the Owner Trustee under the Basic Documents. Upon such deposit the Servicer shall succeed to all interests in and to the Trust (other than the Trust Accounts).
Defaulting Initial Purchaser (a) If, on the Closing Date, any Initial Purchaser defaults on its obligation to purchase the Securities that it has agreed to purchase hereunder, the non-defaulting Initial Purchasers may in their discretion arrange for the purchase of such Securities by other persons satisfactory to the Company on the terms contained in this Agreement. If, within 36 hours after any such default by any Initial Purchaser, the non-defaulting Initial Purchasers do not arrange for the purchase of such Securities, then the Company shall be entitled to a further period of 36 hours within which to procure other persons satisfactory to the non-defaulting Initial Purchasers to purchase such Securities on such terms. If other persons become obligated or agree to purchase the Securities of a defaulting Initial Purchaser, either the non-defaulting Initial Purchasers or the Company may postpone the Closing Date for up to five full business days in order to effect any changes that in the opinion of counsel for the Company or counsel for the Initial Purchasers may be necessary in the Time of Sale Information, the Offering Memorandum or in any other document or arrangement, and the Company agrees to promptly prepare any amendment or supplement to the Time of Sale Information or the Offering Memorandum that effects any such changes. As used in this Agreement, the term “Initial Purchaser” includes, for all purposes of this Agreement unless the context otherwise requires, any person not listed in Schedule 1 hereto that, pursuant to this Section 9, purchases Securities that a defaulting Initial Purchaser agreed but failed to purchase.
Total Purchase Price (High Bid + Buyer’s Premium) $
Defaulting Initial Purchasers (a) If, on the Closing Date, any Initial Purchaser defaults in its obligations to purchase the Notes that it has agreed to purchase under this Agreement, the remaining non-defaulting Initial Purchasers may in their discretion arrange for the purchase of such Notes by the non-defaulting Initial Purchasers or other persons satisfactory to the Company on the terms contained in this Agreement. If, within 36 hours after any such default by any Initial Purchaser, the non-defaulting Initial Purchasers do not arrange for the purchase of such Notes, then the Company shall be entitled to a further period of 36 hours within which to procure other persons satisfactory to the non-defaulting Initial Purchasers to purchase such Notes on such terms. In the event that within the respective prescribed periods, the non-defaulting Initial Purchasers notify the Company that they have so arranged for the purchase of such Notes, or the Company notifies the non-defaulting Initial Purchasers that it has so arranged for the purchase of such Notes, either the non-defaulting Initial Purchasers or the Company may postpone the Closing Date for up to seven full business days in order to effect any changes that in the opinion of counsel for the Company or counsel for the Initial Purchasers may be necessary in the Pricing Disclosure Package, the Offering Memorandum or in any other document or arrangement, and the Company agrees to promptly prepare any amendment or supplement to the Pricing Disclosure Package or the Offering Memorandum that effects any such changes. As used in this Agreement, the term “Initial Purchaser” includes, for all purposes of this Agreement unless the context requires otherwise, any party not listed in Schedule I hereto that, pursuant to this Section 9, purchases Notes that a defaulting Initial Purchaser agreed but failed to purchase.

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