PURCHASE OBJECT Sample Clauses

PURCHASE OBJECT. 3.1.1 The purchase object referred to is cottage _. The cottage is located on Property Långasjönäs 1:46 with address Xxxxxxxxxxxxxxxx 00, 000 00 Asarum in accordance with the drawing in Appendix N ("Rental Location").
Sample 1
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PURCHASE OBJECT. 1.1 This is the agreement to Purchase and Sell 100% of the Target share stake. All the other verbal or written agreements should follow on the terms and subject to the conditions contained in this Agreement. 1.2 Seller agrees to sell to Buyer 100% shares of the Target, all of Seller’s right, title and interest. Buyer agrees to receive 100% shares of the Target and all right and title and interest complying with the terms and conditions contained in this Agreement. 1.3 The purchase price and payment terms are defined in Article 4; this is the only document to follow for Seller and Buyer.
Sample 1
PURCHASE OBJECT. 3 1.2 Consideration........................................................4 1.3 Payment of the Closing Aggregate Consideration.......................9 1.4 Covenant by the Parent...............................................9 2. Conditions precedent and Closing Events...................................10 2.1 Conditions Precedent to Each Party's Obligations....................10 2.2
Sample 1
PURCHASE OBJECT. 1.1.1 On the terms and subject to the conditions set forth in this Agreement, each of the Sellers, acting severally and not jointly with the other Sellers, hereby undertakes and agrees to sell and transfer to the Offeror, with all rights and obligations pertaining thereto, all of its Holdco Shares and Serono Shares as listed in Schedule 1.1, and the Offeror undertakes to purchase (and the Parent undertakes to cause the Offeror to purchase) from each of the Sellers all of its Holdco Shares and Serono Shares as listed in Schedule 1.1.
Sample 1
PURCHASE OBJECT. (a) The Seller hereby sells the Purchase Object to the Purchaser. (b) The Parties furthermore agree that (i) the Purchaser acquires the Purchase Object together with the delcredere risk (risk of the inability and unwillingness of a Debtor to pay), (ii) the Purchaser shall be entitled to all Received Payments after the Effective Date, and (iii) after the Effective Date, the Purchaser shall bear all reasonable external expenses of the Seller, according to Clause 8.2 in connection with the Purchase Object and its Servicing (except for the materials and personnel expenses of the Seller from the Effective Date until the Closing Date).
Sample 1
PURCHASE OBJECT. 1.1 Pursuant to this agreement, the Seller transfers the limited part of its activities related to electrical installation. 1.2 The Buyer takes over the following assets related to these activities: 1.2.1 Lease, Appendix 1 1.2.2 Leasing agreements, Appendix 2 1.2.3 Tools, fixtures and equipment, Appendix 3 1.2.4 Framework agreements, Appendix 4 1.2.5 Seller's existing order reserve as of 1 June 2001 that has not been commenced, Appendix 5 1.2.6 Employment contracts with the employees listed in Appendix 6 1.2.7 Current telephone and fax subscriptions used by Seller on the date when the agreement is signed, Appendix 7 1.2.8 Right to perform work as a contractor in connection with completion of assignments in progress than have not been completed by Seller upon takeover, Appendix 8 1.2.9 All customer registers, accounting information, statistics, etc. linked to the activity being transferred 1.2.10 Exclusive right to use the name "Bryne Elektriske".
Sample 1
PURCHASE OBJECT. The buyer party want to purchase a token amount equality to ECS, ( ), which match to € - ( ) The balance will be operated by: [ ] EOS transfer: (krakenkraken – 1338543497) (send an e-mail at xxxx@xxxxxxxxx.xx placed the exactly date and hour of the payment, the exactly quantity in EOS, just performed the payment) [ ] Tether transfer (USDT - Omni): 3QgGqWbiMhzgY77f39dBWy7MDH9znakpaV (send an e-mail at xxxx@xxxxxxxxx.xx placed the exactly date and hour of the payment, the exactly quantity in USDT, just performed the payment) [ ] Bitcoin transfer (BTC): bc1q0mrzefzkh4qk3c2fdzgk74xawma0sgpfl08nrk (send an e-mail at xxxx@xxxxxxxxx.xx placed the exactly date and hour of the payment, the exactly quantity in BTC, just performed the payment) [ ] Paypal transfer: Nickname: xxxx@xxxxxxxxx.xx (send an e-mail at xxxx@xxxxxxxxx.xx placed the exactly date and hour of the payment, the exactly quantity, just performed the payment) [ ] Credit card transfer: American Express/Mastercard/Visa (send an e-mail at xxxx@xxxxxxxxx.xx placed the exactly date and hour of the payment, the exactly quantity, just performed the payment) [ ] Bank transfer: Object: Payment by partnership (send an e-mail at xxxx@xxxxxxxxx.xx placed the exactly date and hour of the payment, the exactly quantity, just performed the payment) Attachment: 1 (“Ethic Code” - 1.0 Version) Attachment: 2 (“Profiling” - 1.0 Version) Attachment: 3 (“Program” - 1.0 Version) Place Date / / . The undersigned , born in on / / . to have comprehension and totally agree the Ethicoins Agreement, composed by 7 pages and divided in 13 articles: 1) Conditions, 2) Form, 3) Purchase and Management ECS Token,
Sample 1
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PURCHASE OBJECT. 10.1 The objects of purchase under this part B are all of the furniture and equipment as well as all of the inventory (including software licenses but excluding all software licenses of DeTeWeOpas and Microsoft) of the Seller OpCos, all of which are set forth in Annex 10.1 (FF&E) on an as is/where is basis (wie besehen). 10.2 The FF&E also includes all new inventories corresponding to any category of items listed in Annex 10.1 which will be acquired by any of the Seller OpCos in the ordinary course of business consistent with past practice on or after the date hereof until the Payment Date (for the avoidance of doubt, even if not listed in Annex 10.1). Any FF&E disposed of by any of the Seller OpCos in the ordinary course, in any event with the standard of care of a prudent businessman on or after the date hereof until the Payment Date will be excluded from the definition of FF&E (for the avoidance of doubt, even if listed in Annex 10.1). Nevertheless, all items that are necessary to operate the Businesses are deemed to be FF&E.
Sample 1

Related to PURCHASE OBJECT

  • Subsequent Equity Sales If the Company or any Subsidiary thereof, as applicable, at any time while this Warrant is outstanding, shall sell or grant any option to purchase, or sell or grant any right to reprice, or otherwise dispose of or issue (or announce any offer, sale, grant or any option to purchase or other disposition) any Common Stock or Common Stock Equivalents, at an effective price per share less than the Exercise Price then in effect (such lower price, the “Base Share Price” and such issuances collectively, a “Dilutive Issuance”) (it being understood and agreed that if the holder of the Common Stock or Common Stock Equivalents so issued shall at any time, whether by operation of purchase price adjustments, reset provisions, floating conversion, exercise or exchange prices or otherwise, or due to warrants, options or rights per share which are issued in connection with such issuance, be entitled to receive shares of Common Stock at an effective price per share that is less than the Exercise Price, such issuance shall be deemed to have occurred for less than the Exercise Price on such date of the Dilutive Issuance at such effective price), then simultaneously with the consummation of each Dilutive Issuance the Exercise Price shall be reduced and only reduced to equal the Base Share Price and the number of Warrant Shares issuable hereunder shall be increased such that the aggregate Exercise Price payable hereunder, after taking into account the decrease in the Exercise Price, shall be equal to the aggregate Exercise Price prior to such adjustment. Such adjustment shall be made whenever such Common Stock or Common Stock Equivalents are issued. Notwithstanding the foregoing, no adjustments shall be made, paid or issued under this Section 3(b) in respect of an Exempt Issuance. The Company shall notify the Holder, in writing, no later than the Trading Day following the issuance or deemed issuance of any Common Stock or Common Stock Equivalents subject to this Section 3(b), indicating therein the applicable issuance price, or applicable reset price, exchange price, conversion price and other pricing terms (such notice, the “Dilutive Issuance Notice”). For purposes of clarification, whether or not the Company provides a Dilutive Issuance Notice pursuant to this Section 3(b), upon the occurrence of any Dilutive Issuance, the Holder is entitled to receive a number of Warrant Shares based upon the Base Share Price regardless of whether the Holder accurately refers to the Base Share Price in the Notice of Exercise. If the Company enters into a Variable Rate Transaction, despite the prohibition thereon in the Purchase Agreement, the Company shall be deemed to have issued Common Stock or Common Stock Equivalents at the lowest possible conversion or exercise price at which such securities may be converted or exercised

  • Minimum Purchase Requirements Distributor shall make the minimum annual purchase of Products established in Exhibit B, unless the Agreement has become coexclusive. In the period within the fixed term and extension, if applicable, of the Agreement under Section 10(a) subsequent to [ * ], the parties shall meet in San Francisco at least [ * ] prior to the beginning of each of respective year to discuss market conditions and appropriate minimum purchases for such year. In the event that the parties fail to agree on an appropriate minimum any year subsequent to [ * ], the minimum annual purchase requirement for such year shall be calculated increasing or decreasing (as the case may be) the minimum purchase requirement for the preceding year in proportion to the increase or decrease in the [ * ] (based on data from mutually acceptable data provider) of the applicable product in the Territory. In the event Supplier is unable to deliver Products ordered by Distributor in an amount consistent with the most recent forecast, then the minimum annual purchase requirement shall be reduced by the quantity of Products that Supplier is unable to deliver when requested. In the event Distributor fails in any year (a “Shortfall Year”) to make the annual minimum purchase of Agreement Products required by Exhibit B, Supplier shall have the right to give Distributor written notice of default, and if such failure to make the minimum purchase is not cured (through the purchase of an amount of Agreement Product equal to the entire shortfall in the Shortfall Year, which amount shall not be counted towards any minimum purchase requirements for the year of purchase) within [ * ] of receipt of the notice, then Supplier shall have the right, in Supplier’s sole discretion and as Supplier’s sole remedy for Distributor’s failure to meet the minimum purchase requirements hereunder, either to convert the appointment of Distributor from exclusive to non-exclusive or to terminate this Agreement. In the event of either conversion to non-exclusive or termination of this Agreement pursuant to this Section 3(e), the Supplier shall pay Distributor a conversion fee equal to [ * ], and Distributor shall transfer all Regulatory Approvals relating to BMS or DES in the Territory to Supplier.

  • Subsequent Financings Notwithstanding anything contained herein, if at any time while this Note is outstanding the Company enters into any capital raising transaction, including without limitation an equity line transaction, a loan transaction or the sale of shares of Common Stock or securities convertible into or exercisable or exchangeable for Common Stock, whether or not permitted under the Transaction Documents (“Subsequent Financing”), then following the closing of each such Subsequent Financing the Holder in its sole and absolute discretion may compel the Company to redeem up to the entire outstanding balance of the Note from the gross proceeds therefrom (“Redemption Amount”), provided however (a) if the Holder is holding other convertible notes similar to this Note whether issued prior or after the Issue Date of this Note (collectively with this Note, the “Notes”), the Redemption Amount may be applied to redeem any or all of the Notes specified by the Holder, (b) the Holder shall be notified in writing of the closing of each such Subsequent Financing within one (1) day following such closing, and (c) the Holder may elect not to exercise its right to such redemption in whole or in part, in which case the Company may not redeem any Notes in connection with such Subsequent Financing to the extent so rejected (for clarification, if the holder elects to reject any redemption in any instance, such rejection shall not affect the Holder’s redemption rights hereunder in the future). Further, in the event that the Holder demands redemption of a portion or the full balance of the Note within the first six (6) months from Note’s Issue Date, such Redemption Amount shall subject to then then applicable Prepayment Factor, as defined in the Note shall be applied). To the extent the Company is obligated to redeem any portion of the Notes pursuant to this Section but fails to do so, such default shall constitute an Event of Default under all the Notes.

  • Post-Closing Purchase Price Adjustment 1.9.1 Within ninety (90) days following the Closing Date, Seller shall prepare, or cause to be prepared, and deliver to Purchaser a statement (the “Closing Net Working Capital Statement”) which shall set forth the Net Working Capital of the Newsprint Business and of Apache as of the Closing Time (which shall be set forth separately for each of the Newsprint Business and Apache, but as aggregated shall be referred to as the “Closing Net Working Capital”) and shall be prepared in accordance with Seller’s past accounting methods, policies, practices and procedures and in the same manner, with consistent classification and estimation methodology, as the Financial Statements were prepared, except that the Excluded Assets and the Newsprint Retained Obligations shall be excluded. The Closing Net Working Capital Statement may not be amended by Seller after it is delivered to Purchaser. 1.9.2 Purchaser shall, within thirty (30) days after the delivery of the Closing Net Working Capital Statement to it, complete its review of the Closing Net Working Capital reflected on the Closing Net Working Capital Statement. If Purchaser wishes to dispute the Closing Net Working Capital, Purchaser shall notify Seller in writing in reasonable detail of such disagreement and any reason therefore (“Purchaser’s Objection”), setting forth a specific description of the basis of Purchaser’s Objection and the adjustments to the Closing Net Working Capital that Purchaser believes should be made, on or before the last day of such thirty (30) day period, which Purchaser’s Objection may not be amended by Purchaser after it is delivered to Seller (except to withdraw any such Purchaser’s Objection). Any items on the Closing Net Working Capital Statements not disputed in Purchaser’s Objection shall be irrevocably deemed to be accepted by Purchaser. Seller shall then have thirty (30) days to review and respond to Purchaser’s Objection. If Seller and Purchaser are unable to resolve all of their disagreements with respect to the determination of the foregoing items within thirty (30) days following Seller’s receipt of Purchaser’s Objection (the “Negotiation Period”), they shall refer their remaining differences to a mutually agreeable independent accounting firm of national recognition (other than an independent accounting firm utilized by any of Seller, Apache or Purchaser or any Affiliate of any of the foregoing within the past three (3) years) acceptable to both Seller and Purchaser or if Seller and Purchaser are unable to agree as to such third party accounting firm within ten (10) days after the conclusion of the Negotiation Period, either Seller or Purchaser may request that the Chairman of the American Arbitration Association (or the nominated representative of the Chairman) appoint a third party accounting firm meeting the aforementioned requirements to resolve the dispute (the accounting firm selected being referred to as the “CPA Firm”), who shall determine, only with respect to the remaining differences so submitted, whether and to what extent, if any, the Closing Net Working Capital requires adjustment. The procedure and schedule under which any dispute shall be submitted to the CPA Firm shall be as follows: (a) Within ten (10) days after the later of (i) the end of the Negotiation Period and (ii) the selection of the CPA Firm, Purchaser shall submit any unresolved elements of the Purchaser’s Objection to the CPA Firm in writing (with a copy to Seller), supported by any documents and/or affidavits upon which it relies. Failure to timely do so shall constitute a withdrawal by Purchaser of the Purchaser’s Objection with respect to any unresolved element to which such failure relates. (b) Within fifteen (15) days following Purchaser’s submission of the unresolved elements of the Purchaser’s Objection as specified in sub-clause (a) above, Seller shall submit its response to the CPA Firm in writing (with a copy to Purchaser), supported by any documents and/or affidavits upon which it relies. Failure to timely do so shall constitute an acceptance by Seller with respect to any unresolved elements to which such failure relates. (c) The CPA Firm shall deliver its written determination to Purchaser and Seller no later than the thirtieth (30th) day after the remaining differences underlying Purchaser’s Objection are referred to the CPA Firm, or such longer period of time as the CPA Firm determines is necessary.

  • Closing Purchase Price Buyer shall have delivered the Closing Purchase Price in accordance with Section 2.5.

  • Subsequent Adjustments In the event that the Assuming Institution or the Receiver discovers any errors or omissions as contemplated by Section 8.2 or any error with respect to the payment made under Section 8.3 after the Settlement Date, the Assuming Institution and the Receiver agree to promptly correct any such errors or omissions, make any payments and effect any transfers or assumptions as may be necessary to reflect any such correction plus interest as provided in Section 8.4.

  • Cash Purchase Price The term "Cash Purchase Price" shall have the meaning set forth in Section 2.3(a).

  • Offer Price “Offer Price” is defined in Recital A of the Agreement.

  • Transfer Price 4.1. With regard to the Equity Transfer Option, the total Transfer Price to be paid by the WFOE or any other entity or individual designated by the WFOE to each Company Shareholder at each Exercise of Option by the WFOE shall be the capital contribution mirrored by the corresponding Transferred Equity in the Company Registered Capital. But if the lowest price permitted by the then-effective PRC Law is higher than the above capital contribution, the Transfer Price shall be the lowest price permitted by the PRC Law. 4.2. With regard to the Asset Purchase Option, the Transfer Price to be paid by the WFOE or any other entity or individual designated by the WFOE to the Company at each Exercise of Option by the WFOE shall be the net book value of the relevant Transferred Assets. But if the lowest price permitted by the then-effective PRC Law is higher than the net book value of the Transferred Assets, the Transfer Price shall be the lowest price permitted by the PRC Law.

  • Subsequent Closings Subject to the satisfaction (or waiver by the Agent in its sole discretion) of the conditions to a Subsequent Closing set forth in Section 5.2 and further subject to Section 10.2(a), each applicable Lender hereby promises to purchase from the Borrower an aggregate principal amount of additional Notes not to exceed, when aggregated with the principal amount of Notes acquired by such Lender prior to such Subsequent Closing (including, without limitation, at the Closing), such Lender’s Commitment. Subject to the satisfaction (or waiver by the Agent) of the conditions to a Subsequent Closing set forth in Section 5.2 and further subject to Section 10.2(a), in consideration for each applicable Lender’s payment of its pro rata share of the aggregate purchase price (the “Subsequent Closing Note Purchase Price”) of the Notes to be purchased by such Lenders at such Subsequent Closing, the Borrower shall issue and sell to each Lender on the applicable Subsequent Closing Date (as defined below), and each Lender severally, but not jointly, agrees to purchase from the Borrower on such Subsequent Closing Date, a principal amount of Notes in the amount each Lender has agreed in writing to pay in respect thereof, pursuant to a Notice of Purchase and Sale. The closing (each a “Subsequent Closing”) of any of the transactions contemplated by this Section 3.2 and the issuance of the additional Notes to be issued to the Lenders at such Subsequent Closing shall occur at the offices of Xxxxxx Xxxxxx Xxxxxxxx LLP, 000 Xxxx Xxxxxx Xxxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000. With respect to each Subsequent Closing, the date and time of such Subsequent Closing (the “Subsequent Closing Date”) shall be 10:00 a.m., Chicago time, on the date on which the conditions set forth in Section 5.2 below shall be satisfied or waived in accordance with this Agreement (or such later date as is mutually agreed to by the Borrower and the Agent). On each Subsequent Closing Date, (i) each Lender shall pay its pro rata share of the applicable Subsequent Closing Note Purchase Price to the Borrower for the Notes to be issued and sold to such Lender at such Subsequent Closing, by wire transfer of immediately available funds in accordance with the Borrower’s written wire instructions, and (ii) the Borrower shall deliver to each Lender the Notes (in the denominations as such Lender shall have requested prior to such Subsequent Closing) which such Lender is then purchasing, duly executed on behalf of the Borrower and registered in the name of such Lender or its designee.

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