Purchase of Facility Sample Clauses

Purchase of Facility. In the event that notice of termination of this Agreement has been given pursuant to the provisions of paragraph 14 hereof, for cause as defined in paragraph 4 hereof, the MFS Funds have the right, but shall not be required (a) to purchase the Facility and assume the unexpired portion of any leases of equipment or real estate relating to the Facility from you at a price equal to your unrecovered acquisition value (as supported by the schedules and records used in determining monthly xxxxxxxx) of the machinery, equipment, software, furniture, fixtures and leasehold improvements included in the Facility, and (b) to negotiate with persons then employed by you in the operation of the Facility and to hire all of them in connection with the purchase of the Facility from you by the MFS Funds. You agree to release each such employee from any contractual obligations such person may have to you that may interfere with such person's being hired at such time by the MFS Funds and agree not to interfere with the negotiation and hiring of any such persons at such time. In the event that the MFS Funds have given notice of termination of this Agreement pursuant to the provisions of paragraph 14 hereof for reasons other than cause as defined in paragraph 4 hereof, the MFS Funds shall purchase the Facility under the terms and conditions set forth in subsections (a) and (b) of this paragraph 5. You shall effect the transfer of the Facility pursuant to this paragraph 5 upon the termination date specified in the notice, or at such other time as shall be agreed upon by the parties hereto.
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Purchase of Facility. (i) If the Lessee fails to provide the Lessor with a New Lease Notification in accordance with paragraph (a) above, or if, after delivery of a New Lease Notification, the Lessee and the Lessor (in the case of a single investor tax lease) or the financial institutions arranged by Key Global Finance, Ltd. (in the case of a leverage tax lease), are unable to reach agreement on the terms of the new leasing arrangement, the Lessee may, within 30 days prior to the Lease Termination Date, irrevocably notify the Lessor that the Lessee desires to purchase from the Lessor, and the Lessor shall sell to the Lessee, the Facility. If the Lessee elects to purchase the Facility from the Lessor, then on the Lease Termination Date the Lessor shall sell, transfer and convey all of its right, title and interest in to the Facility and under the Ground Lease, as is and where is, to the Lessee, free and clear of any Lessor Liens but otherwise without any representation or warranty, upon payment in immediately available funds by the Lessee to the Lessor of a purchase price therefor equal to the Total Fundings made by the Lessor from the date hereof through the date of purchase, together with (i) all Basic Rent due and owing on or prior to such date of purchase and (ii) all Supplemental Rent due and owing prior to such date of purchase and any other Supplemental Rent as to which there is no dispute and which is agreed to become due and owing within 60 days of such date. Subject to the foregoing, on the date of such purchase and sale the Lessor shall, at the expense of the Lessee, execute and deliver to the Lessee a xxxx of sale or assignment and such other documents as the Lessee may reasonably request to evidence the valid consummation of such transfer. (ii) If after delivery of a New Lease Notification, the Lessee and the Lessor, in the case of a single investor tax lease, or the financial institutions arranged by Key Global Finance, in the case of a leverage tax lease, are unable to reach agreement on the terms of the new leasing arrangement, the Lessor may, within 10 days prior to the Lease Termination Date, notify the Lessee that the Lessor desires to sell to the Lessee, and the Lessee shall purchase from the Lessor, the Facility. If the Lessor elects to sell the Facility to the Lessee, then on the Lease Termination Date the Lessor shall sell, transfer and convey all of its right, title and interest in to the Facility and under the Ground Lease, as is and where is, to the Les...
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Purchase of Facility. Notwithstanding any provision of this Site Sublease, including Article V hereof, in the event that the Undivided Interest is transferred to or otherwise acquired by Site Sublessee in accordance with and pursuant to any of Sections 10, 13 or 14 of the Facility Lease, this Site Sublease shall terminate as of the date of any such transfer or other acquisition by Site Sublessee of the Undivided Interest.
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Purchase of Facility. The Company must purchase the facility it currently occupies.
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Purchase of Facility. Purchaser will have executed and delivered to Seller's Landlord the Real Estate Purchase Contract, in such form and with such terms acceptable to Seller's Landlord, and all other conditions to closing set forth in the Real Estate Purchase Contract have, to Seller's Landlord's reasonable discretion, been satisfied.
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Purchase of Facility. 52 Section 11.4 Fair Market Value .............................................................................................52 Section 11.5 Distribution of Assets ........................................................................................53 Section 11.6 In-Kind Distributions ........................................................................................54 Section 11.7
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Purchase of Facility. Upon the occurrence of one of the events set forth in Section 11.1, CCS-AE shall have the option to purchase the Facility from the Company for a cash payment in an amount equal to the then Fair Market Value of the Facility, which shall be determined as though all of the material contracts, licenses and other agreements to which the Company is a party will remain in full force and effect until the dissolution of the Company and shall take into account that the Facility is a "refined coal production facility" as defined in Section 45(d)(8) of the Code, such option to be exercisable by CCS-AE by delivery of an Option Notice to the Manager and the Members within 30 days following the applicable dissolution event. If CCS-AE so elects to purchase the Facility, the closing of such purchase and sale shall occur within 30 Business Days after CCS-AE delivers such Option Notice, unless, within ten Business Days of delivery of the- Option Notice, a Member or Members collectively holding at least 40 percent of the outstanding Membership Interests (such Member or Members, the "Notif~n~ Member") indicate its or their objection to the proposed Fair Market Value purchase price by giving Notice to CCS-AE to such effect, in which case, such closing shall occur within five Business Days after the Fair Market Value is determined in accordance with Section 11.4. Section 11.4
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Related to Purchase of Facility

  • Re-Purchase of Note If we decide that you provided us with inaccurate information or have otherwise violated your obligations, or if required by any applicable law or regulation related to terrorism, money laundering, and similar activities, we may (but shall not be required to) repurchase your Note for an amount equal to the principal amount outstanding.

  • Purchase of Notes The Company will not and will not permit any Affiliate to purchase, redeem, prepay or otherwise acquire, directly or indirectly, any of the outstanding Notes except upon the payment or prepayment of the Notes in accordance with the terms of this Agreement and the Notes. The Company will promptly cancel all Notes acquired by it or any Affiliate pursuant to any payment, prepayment or purchase of Notes pursuant to any provision of this Agreement and no Notes may be issued in substitution or exchange for any such Notes.

  • Purchase of Note On the Closing Date (as defined below), the Company shall issue and sell to the Buyer and the Buyer agrees to purchase from the Company such principal amount of Note as is set forth immediately below the Buyer’s name on the signature pages hereto.

  • Purchase of Notes and Warrants On the Closing Date, the Subscriber will purchase the Notes and Warrants as principal for its own account for investment only and not with a view toward, or for resale in connection with, the public sale or any distribution thereof.

  • SALE AND PURCHASE OF NOTES Subject to the terms and conditions of this Agreement, the Company will issue and sell to each Purchaser and each Purchaser will purchase from the Company, at the Closing provided for in Section 3, Notes in the principal amount specified opposite such Purchaser’s name in Schedule A at the purchase price of 100% of the principal amount thereof. The Purchasers’ obligations hereunder are several and not joint obligations and no Purchaser shall have any liability to any Person for the performance or non-performance of any obligation by any other Purchaser hereunder.

  • Purchase of Bonds The Company may at any time, and from time to time, furnish moneys to the Trustee accompanied by a notice directing such moneys to be applied to the purchase of Bonds in accordance with the provisions of the Indenture delivered pursuant to the Indenture, which Bonds shall, at the direction of the Company, be delivered in accordance with Section 3.06(a)(ii) of the Indenture.

  • Purchase of Firm Units On the basis of the representations and warranties contained herein, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, and the Underwriters agree to purchase from the Company, severally and not jointly, an aggregate of 10,000,000 units (the “Firm Units”) of the Company, as set forth opposite the respective names of the Underwriters on Schedule A hereto, at a purchase price (net of discounts and commissions and the Deferred Underwriting Commission described in Section 1.3 below) of $9.45

  • Purchase of Units On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, severally and not jointly, an aggregate of 20,000,000 units of the Company (the “Firm Units”) at a purchase price (net of discounts and commissions) of $9.80

  • Purchase of Firm Shares Based on the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the Underwriters an aggregate of [●] the Firm Shares at a purchase price (net of discounts) of $[●] per Share. The Underwriters agree to purchase from the Company the Firm Shares in such amounts as set forth opposite their respective names on Schedule A attached hereto and made a part hereof.

  • Sale and Purchase of Stock 10 2.1. Sale and Purchase of Stock, Etc.......................................................10 2.2. Deposit...............................................................................10 2.3.

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