No Binding Obligation. Unless and until a final definitive agreement between the Parties has been executed and delivered in the sole and absolute discretion of the Parties, neither Party will be under any legal obligation of any kind whatsoever by virtue of this Agreement or otherwise except for the rights and obligations specifically agreed to herein. Each Party reserves the right, in its sole discretion, to reject any and all proposals made by the other Party or any representative thereof, and to terminate discussions and negotiations with the other Party at any time.
No Binding Obligation. Except for Section 1 and Section 5 though 20, THIS LETTER OF INTENT DOES NOT CONSTITUTE OR CREATE, AND SHALL NOT BE DEEMED TO CONSTITUTE OR CREATE, ANY LEGALLY BINDING OR ENFORCEABLE OBLIGATION ON THE PART OF EITHER PARTY TO THIS LETTER OF INTENT. NO SUCH OBLIGATION SHALL BE CREATED, EXCEPT BY THE EXECUTION AND DELIVERY OF THE DEFINITIVE AGREEMENT CONTAINING SUCH TERMS AND CONDITIONS OF THE PROPOSED TRANSACTION AS SHALL BE AGREED UPON BY THE PARTIES, AND THE ONLY IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF SUCH DEFINITIVE AGREEMENT. The Confidentiality Agreement is hereby ratified and confirmed as a separate agreement between the parties thereto.
No Binding Obligation. THIS LETTER OF INTENT DOES NOT CONSTITUTE OR CREATE, AND SHALL NOT BE DEEMED TO CONSTITUTE OR CREATE, ANY LEGALLY BINDING OR ENFORCEABLE OBLIGATION ON THE PART OF EITHER PARTY TO THIS LETTER OF INTENT. NO SUCH OBLIGATION SHALL BE CREATED, EXCEPT BY THE EXECUTION AND DELIVERY OF THE PURCHASE AGREEMENT AND EMPLOYMENT AGREEMENTS CONTAINING SUCH TERMS AND CONDITIONS OF THE PROPOSED TRANSACTIONS AS SHALL BE AGREED UPON BY THE PARTIES, AND THEN ONLY IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF SUCH PURCHASE AGREEMENT AND EMPLOYMENT AGREEMENTS. The NDA is hereby ratified and confirmed as a separate agreement between the parties thereto. If the foregoing terms and conditions are acceptable to you, please so indicate by signing this letter where indicated below and returning it to the attention of the undersigned. Sincerely, [ACQUIRER] _________________________________ [ACQUIRER REP NAME] [TITLE] ACCEPTED AND AGREED: [COMPANY] _________________________________ [COMPANY CEO NAME]
No Binding Obligation. (a) AGREEMENT TO CONDUCT AN EVALUATION DOES NOT REPRESENT AND WILL NOT CREATE ANY BINDING OBLIGATION UPON JPMC TO PURCHASE ANY PRODUCTS FROM SUPPLIER.
No Binding Obligation. Nothing in this Order commits Bayer to purchase any Products from the Supplier until the Order has been issued and accepted in accordance with Section 1 of this Order. Other than as expressly set out in this Order, Bayer is not obligated to request any Services, or any particular minimum quantity or value of Services, during the Term. The appointment of Supplier to provide the Products and/or Services is not an exclusive arrangement. Nothing in this Order is intended to limit Bayer’s ability to procure the Products and/or Services from any other supplier...
No Binding Obligation. Except for the Section 3 (Exclusive Negotiating Rights), Section 4 (Expenses), Section 5 (Broker’s Fees), and Section 6 (No Binding Obligation), this letter of intent does not constitute or create, and shall not be deemed to constitute or create, any legally binding or enforceable obligation on the part of any party to this letter of intent. No such obligation shall be created, except by the execution and delivery of the Purchase Agreement containing such terms and conditions of the proposed transaction as shall be agreed upon by the parties, and then only in accordance with the terms and conditions of such Purchase Agreement.
No Binding Obligation. Except with respect to paragraphs 6, 7, 8, 9, and 11, which are intended to be binding on the parties, this Letter of Intent is intended to serve only as an expression of the parties' intent and not as a binding obligation to consummate the contemplated transactions; any such obligation will be created only by the Purchase Agreement (the provisions of which will supersede this and all other understandings between the parties).
No Binding Obligation. This proposal is an expression of the intent of the parties only and is subject to due diligence review and to the other terms and conditions set forth herein. Except as expressly set forth in Paragraph 2 and 4, this Proposal does not constitute or create, and shall not be deemed to constitute or create, legally binding or enforceable obligations on the part of any party hereto. No such obligation shall be created, except by the execution and delivery of the Definitive Agreements containing such terms and conditions of the proposed transaction as shall be agreed upon by the parties, and then only in accordance with the terms and conditions of the Definitive Agreements. Torotel, Inc. By: /s/ Dale X. Xxxxxxxx, Xx. ------------------------------------ Name: Dale X. Xxxxxxxx, Xx. Title: Chairman Caloyeras, Inc. By: /s/ W. Edgax Xxxxxx, Xx. ------------------------------------ Name: W. Edgax Xxxxxx, Xx. Title: Assistant Secretary TOROTEL, INC. PROPOSED TERMS SHEET (JULY 24, 1998) BUYER: Torotel, Inc. ("TTL") SELLER(S): Caloyeras, Inc. (dba Electronika, Inc.) which will include the business and assets operating under the name of Magnetika/East. ("Target")
No Binding Obligation. Except for Sections 1(c) and 2 through 6, THIS LETTER OF INTENT DOES NOT CONSTITUTE OR CREATE, AND SHALL NOT BE DEEMED TO CONSTITUTE OR CREATE, ANY LEGALLY BINDING OR ENFORCEABLE OBLIGATION ON THE PART OF EITHER PARTY TO THIS LETTER OF INTENT. NO SUCH OBLIGATION SHALL BE CREATED, EXCEPT BY THE EXECUTION AND DELIVERY OF THE PURCHASE AGREEMENT CONTAINING SUCH TERMS AND CONDITIONS OF THE PROPOSED TRANSACTION AS SHALL BE AGREED UPON BY THE PARTIES, AND THEN ONLY IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF SUCH PURCHASE AGREEMENT. If the foregoing terms and conditions are acceptable to you, please so indicate by initialing each page and signing the enclosed copy of this letter and returning it to the attention of the undersigned. Sincerely, [Buyer] By: ___________________________ Title: ___________________________ ACCEPTED AND AGREED [Seller] By:
No Binding Obligation. Except for Sections I (a) and II (c), (d), and (f), THIS LETTER OF INTENT DOES NOT CONSTITUTE OR CREATE, AND SHALL NOT BE DEEMED TO CONSTITUTE OR CREATE, ANY LEGALLY BINDING OR ENFORCEABLE OBLIGATION ON THE PART OF EITHER PARTY TO THIS LETTER OF INTENT. If the foregoing terms and conditions are acceptable, please so indicate by signing this letter and returning it to the attention of the undersigned. Sincerely, Xxxx Xxxxxx, President ACCEPTED AND AGREED ABS Design Group [Seller] By: Xxxx Xxxxxx Title: President, ABS Design Group, LLC [Client] By:
