Purchaser's Determination Sample Clauses

Purchaser's Determination. (a) In connection with all matters relating the business and operations of the Company (including, without limitation, relating to the Fluorinov Patents), Purchaser shall be entitled to apply its sole and absolute discretion as to how to deal with such business and operations after the Closing Date. Subject to Section 2.4(b), nothing contained in this Agreement shall be construed as to require Purchaser to, or to require the Company or any Affiliate to expend any level or type of effort, or apply any particular resources, components or other assets, to undertake any efforts of any kind with respect to the business and operations of the Company (including, without limitation relating to the assets of the Company) and, without limiting the generality of the foregoing, shall not require any particular resources, components or other assets to be expended towards the achievement of:
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Purchaser's Determination. With Respect to Debt Financing Commitment. Purchaser shall have determined that the Debt Financing Commitment issued by the Lenders as contemplated by Section 3.1, is without material conditions to closing which, in the judgment of Purchaser, cannot reasonably be met or satisfied in connection therewith.
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Purchaser's Determination. 2.10 (a) Purchaser's Schedules....................................... 2.10 (a) Real Estate Transfer Documents.............................. 1.1
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Related to Purchaser's Determination

  • Purchaser’s Deliveries At the Closing, Purchaser shall deliver the following to Seller:

  • Purchaser’s Default If Purchaser fails to consummate this transaction for any reason other than Seller’s intentional and willful default, failure of a condition to Purchaser’s obligation to close, or the exercise by Purchaser of an express right of termination granted herein, Seller shall be entitled, as its sole remedy hereunder, to terminate this Agreement and to receive and retain the Xxxxxxx Money as full liquidated damages for such default of Purchaser, the parties hereto acknowledging that it is impossible to estimate more precisely the damages which might be suffered by Seller upon Purchaser’s default, and that said Xxxxxxx Money is a reasonable estimate of Seller’s probable loss in the event of default by Purchaser. Seller’s retention of said Xxxxxxx Money is intended not as a penalty, but as full liquidated damages. The right to retain the Xxxxxxx Money as full liquidated damages is Seller’s sole and exclusive remedy in the event of default hereunder by Purchaser, and Seller hereby waives and releases any right to (and hereby covenants that it shall not) xxx the Purchaser: (a) for specific performance of this Agreement, or (b) to recover actual damages in excess of the Xxxxxxx Money. The foregoing liquidated damages provision shall not apply to or limit Purchaser’s liability for Purchaser’s obligations under Sections 3.1(b), 3.1(c), 3.7 and 10.1 of this Agreement. Purchaser hereby waives and releases any right to (and hereby covenants that it shall not) xxx Seller or seek or claim a refund of said Xxxxxxx Money (or any part thereof) on the grounds it is unreasonable in amount and exceeds Seller’s actual damages or that its retention by Seller constitutes a penalty and not agreed upon and reasonable liquidated damages.

  • Purchasers Deliverables Such Purchaser shall have delivered its Purchaser Deliverables in accordance with Section 2.2(b).

  • Buyer’s Deliveries at Closing At the Closing, Buyer shall deliver to Seller the following:

  • Seller’s Deliveries at Closing At the Closing, Seller will deliver or cause to be delivered to Buyer:

  • Purchaser’s Deliveries in Escrow As of or prior to the Closing Date, Purchaser shall deliver in escrow to Escrow Agent the following:

  • Buyer’s Deliveries At the Closing, Buyer shall deliver the following to Seller:

  • Closing Purchase Price The Closing Purchase Price (the "Closing Purchase Price") shall be paid or delivered by Buyer at Closing in the following manner:

  • Seller’s Deliveries At the Closing, Seller shall deliver to Buyer the following:

  • Purchaser’s Obligations at Closing At Closing, Purchaser shall:

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