Purchaser Actions Sample Clauses
The 'Purchaser Actions' clause defines the specific actions, responsibilities, or obligations that the purchaser must undertake under the agreement. This may include requirements such as providing necessary information, making timely payments, or cooperating with the seller to facilitate the transaction. By clearly outlining what is expected from the purchaser, this clause helps ensure that both parties understand their roles and reduces the risk of disputes arising from misunderstandings or non-performance.
Purchaser Actions. Purchaser agrees that it will promptly take such actions as are reasonably requested by Sellers to assist in obtaining the Sale Order and the Bidding Procedures Order, including, without limitation, furnishing affidavits or other documents or information for filing with the Bankruptcy Court for the purposes, among others, of providing necessary assurances of performance by Purchaser under this Agreement and demonstrating that Purchaser is a “good faith” purchaser under Section 363(m) of the Bankruptcy Code.
Purchaser Actions. Purchaser may take any of the following actions without releasing Owner from any of its obligations under this Agreement:
Purchaser Actions. Since the date of its incorporation, Purchaser has not carried on any business or conducted any operations other than the commencement of the Offer, the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.
Purchaser Actions. Any acts or omissions of Purchaser, any of its Affiliates or any party acting for the benefit or at the discretion of Purchaser or any of its Affiliates before or after the date of this Agreement or the Closing Date shall not be a basis for a Material Adverse Effect.
Purchaser Actions. No Seller shall be liable in respect of any Seller Claim or any Warranty Claim to the extent that the Seller Claim or Warranty Claim arises, or is increased, as a result of any matter or thing done, or omitted to be done pursuant to and in compliance with this Agreement or any other Transaction Document or at the written request of the Purchaser, other than a matter or thing done or omitted to be done (i) in the normal and ordinary course of business as presently carried on by a Group Company, (ii) pursuant to any obligation of a Group Company incurred prior to Completion, (iii) in order to comply with law or regulation in force at Completion or (iv) at the written request or with the written approval of the Sellers.
Purchaser Actions. In this Agreement, when it states each Purchaser has certain right it means each Purchaser independently can exercise that right with respect to that Purchaser alone; when it states the “Purchasers” it means the Purchasers collectively have that right to take that action and unless specified otherwise and when the Purchasers cannot agree unanimously it shall be taken by the Purchasers who are committed to purchase more than 50% of the Securities.
Purchaser Actions. Purchaser was formed solely for the purpose of engaging in the Transactions. As of the date hereof and as of the Effective Time, all of the outstanding capital stock of Purchaser is or will be owned directly by Parent. As of the date hereof and the Effective Time, except for obligations or liabilities incurred in connection with incorporation or organization and the Transactions, Purchaser has not and will not have incurred, directly or indirectly, through any Subsidiary or affiliate, any obligations or liabilities or engaged in any business activities of any type whatsoever or entered into any agreements or arrangements with any person, which would, individually or in the aggregate, impair in any material respect the ability of Purchaser to perform its obligations under this Agreement or prevent consummation of the Transactions.
Purchaser Actions. The Purchaser shall take the actions set forth on Section 6.18 of the Purchaser Disclosure Schedule.
Purchaser Actions. The Sellers shall not be liable in respect of any Seller Claim (other than a Fundamental Warranty Claim, Warranty Claim, Tax Claim or, save as provided in 7(c) below, an Indemnity Claim) if and to the extent that the matter giving rise to the Claim arises, or the relevant liability is accelerated or increased, as a result of:
(a) any act or omission carried out or omitted pursuant to and in accordance with this Agreement, including any failure by the Purchaser to comply with any of its obligations thereunder;
(b) any act or omission carried out or omitted by or at the written request of or with the written consent of the Purchaser or any of its Related Persons or carried out by any such person or any of its or their successors in title or assigns on or after the Completion Date; or
(c) in respect of an Indemnity Claim, the Indemnity Claim arises or is accelerated or increased as a result of the Purchaser’s unsolicited approach to any relevant third party in respect of the subject matter of the Indemnity Claim (except where such communication was made in order to comply with any law or regulation in force at Completion or to comply with generally accepted accounting practice in effect at Completion, or with the written agreement of or at the written request of any member of the Seller Group).
Purchaser Actions. Purchaser shall not, nor shall it permit any of its subsidiaries to, take any action that would or is reasonably likely to result (i) in any of its representations and warranties set forth in this Agreement being untrue as of the date made, or (ii) in any of the conditions to the Closing of the transactions contemplated by this Agreement not being satisfied.