Consultation and Consent by Buyer Sample Clauses

Consultation and Consent by Buyer. From the date hereof until the Closing Date, Seller shall inform and reasonably consult with Buyer on the current status of the [**] or the [**]. Any binding agreement entered into by Seller Infineon Technologies AG Confidential and/or a Subsidiary with respect to the [**] or the [**] shall require the prior written consent of Buyer. Seller shall provide Buyer with any documents and information reasonably required by Buyer in order to finally decide upon the conclusion of binding agreements with respect thereto. The [**] agreement concerning the [**] and the [**] shall contain provisions pursuant to which Buyer will acquire all rights and assume obligations under the [**] and the [**] agreement [**] concerning the [**] (“[**] Agreement”) without further consent of the respective contractual party being required. For the avoidance of doubt, Buyer shall be obliged to pay all fees, costs and expenses it incurs by the consultation and review of the [**] and the [**].
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Consultation and Consent by Buyer. From the date hereof until the Closing Date, Seller shall inform and reasonably consult with Buyer on the current status of the [**] Licenses or the [**] Acquisition. Any binding agreement entered into by Seller Infineon Technologies AG Confidential and/or a Subsidiary with respect to the [**] Licenses or the [**] Acquisition shall require the prior written consent of Buyer. Seller shall provide Buyer with any documents and information reasonably required by Buyer in order to finally decide upon the conclusion of binding agreements with respect thereto. The purchase agreement concerning the [**] Acquisition and the [**] Licenses shall contain provisions pursuant to which Buyer will acquire all rights and assume obligations under the [**] Licenses and the purchase agreement (including collateral agreements) concerning the [**] Acquisition (“[**] Purchase Agreement”) without further consent of the respective contractual party being required. For the avoidance of doubt, Buyer shall be obliged to pay all fees, costs and expenses it incurs by the consultation and review of the [**] Licenses and the [**] Acquisition.

Related to Consultation and Consent by Buyer

  • Affirmation and Consent The Administrative Agent shall have received, with counterparts for each Lender, a duly executed copy of an Affirmation and Consent, dated as of the Amendment Effective Date, in form and substance satisfactory to the Administrative Agent, duly executed and delivered by each of the Loan Parties (other than the Borrowers).

  • Representations by Seller For the purpose of inducing Buyer to enter into this Agreement and to consummate the sale and purchase of the Property in accordance herewith, Seller makes the following representations and warranties to Buyer as of the date hereof and as of the Closing Date:

  • Authority; Execution and Delivery The Company hereby represents and warrants that the Company has full corporate power and authority to enter into this Warrant and to issue Shares in accordance with the terms hereof. The execution, delivery and performance of this Warrant by the Company have been duly and effectively authorized by the Company. This Warrant has been duly executed and delivered by the Company and constitutes the legal, valid and binding obligation of the Company enforceable against the Company in accordance with its terms.

  • Authorization, Execution and Delivery of this Agreement This Agreement has been duly authorized, executed and delivered by each of the Partnership Parties.

  • Authorization and Consents All necessary corporate action has been taken to authorize, and all necessary consents and authorities have been obtained and remain in full force and effect to permit, each Security Party to enter into and perform its obligations under this Agreement, the Note and the Security Documents and, in the case of the Borrower to borrow, service and repay the Facility and, as of the date of this Agreement, no further consents or authorities are necessary for the service and repayment of the Facility or any part thereof;

  • Authorization, Execution and Delivery of Agreement This Agreement has been duly authorized and validly executed and delivered by each of the Enterprise Parties.

  • Authorization, Execution and Delivery The execution and delivery of this Note by the Borrower and the performance of its obligations hereunder have been duly authorized by all necessary corporate action in accordance with all applicable Laws. The Borrower has duly executed and delivered this Note.

  • Waiver and Consent No consent or waiver, express or implied, by either party to or of any breach or default by the other party of any or all of its obligations under this Agreement will be valid unless it is in writing and stated to be a consent or waiver pursuant to this section.

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

  • Due Authorization, Execution and Delivery (a) Borrower represents and warrants that the execution of the Loan Documents and the Indemnity Agreement have been duly authorized and there is no provision in the organizational documents of Borrower requiring further consent for such action by any other entity or person.

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