Sale and Purchase of Goods Sample Clauses

Sale and Purchase of Goods. 1.1 Placement of an order, either verbally or in writing, shall imply acceptance of the terms by the customer. Upon the acceptance of the customer’s order by the Supplier, the Supplier agrees to supply and the customer agrees to purchase the goods on the terms. 1.2 Where this sale relates to goods the subject of a written contract between the Supplier and the customer, the terms of that contract apply and prevail to the extent of any inconsistency with these terms. Otherwise, the Supplier and customer agree the terms contain the entire agreement and understanding of the customer and the Supplier in respect of the sale and purchase of the goods and supersede all prior discussions and replace in total any terms and conditions containedin or referred to in the customer’s order. These terms can only be amended, varied orwaivedin writing signed by the customer and an authorised officer of the Supplier. The only other terms and conditions which are incorporated in this agreement are those terms and conditions incorporated by law (including any consumer legislation) in an agreement of this nature and which cannot be excluded. Nothingin this agreement whetherexpress or implied, will betakentoexclude, restrict ormodify anysuch non-excludableconditions, warranties or rights. 1.3 The Supplier may vary these terms and conditions by notice in writing to the customer. The customer agrees that the purchase of any goods after the date of notice of variation will be deemed to be acceptance of such varied terms and conditions. 1.4 A quotation given by the Supplier shall not constitute an offer to sell goods to the customer. The Supplier reserves the right in its absolute discretion to accept or reject any offer made by the customer on the basis of any quotation or otherwise, without providing any reason. 1.5 The Supplier reserves the right to cancel any customer order wholly or partially and the Supplier shall not be responsible for any loss or damage thereby suffered by the customer. 1.6 The customer acknowledges that any request by the customer for a cancellation of an order for goods may be accepted or declined by the Supplier at the Supplier’s sole discretion for any reason whatsoever and without assigning the reasons therefore.
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Sale and Purchase of Goods. 3.1 The Parties agree that the sale of any Goods between them shall be governed by these General Terms and Conditions. If any wording in any subsequent agreement relating to the SOW/PO is contrary to, or inconsistent with, the text hereof, the text hereof shall prevail unless it is clearly specified by the Recipient in the SOW/PO. 3.2 The Supplier shall be responsible for any expenses, taxes, and duties, including Value Added Tax (VAT), costs, customs clearance expenses, application fees for clearance certificates from the Customs Department, and any other expenses associated with the importation of the Goods into the Territory and/or compliance with these General Terms and Conditions. The Supplier shall promptly furnish to the Recipient, without charge, evidence of the payment thereof, if so requested by the Recipient.
Sample 1
Sale and Purchase of Goods. Subject to the Buyer having complied with all of its obligations in this Contract, the Company shall sell to the Buyer and the Buyer shall purchase from the Company, the Goods in accordance with the terms and conditions of this Contract. The Buyer shall: if the Parties have agreed that a Deposit is payable: pay a sum equal to the Deposit to the Company on or before the Deposit Payment Date. The Buyer agrees that the Deposit is non-refundable; and pay a sum equal to the Total Price (less an amount equal to the Deposit) to the Company on or before the Payment Date. If the Parties have agreed that there is more than one Payment Date for the payment of such sum, the Buyer shall make payments in respect of such sum on or before the relevant Payment Dates in accordance with the requirements set out in the Contract Particulars. if the Parties have agreed that no Deposit is payable, pay a sum equal to the Total Price to the Company on or before the Payment Date. If the Parties have agreed that there is more than one Payment Date for the payment of the Total Price, the Buyer shall make payments in respect of the Total Price on or before the relevant Payment Dates. The Total Price is exclusive of any applicable excise, value added tax, sales, use or similar taxes save where otherwise stated. If any such taxes apply to the sale or purchase of the Goods and the Buyer has not provided the Company with a valid exemption certification, all such taxes shall be: in addition to the Total Price; the responsibility of the Buyer; and paid to the Company by the Buyer on or before the last date for any payment in respect of the Total Price pursuant to Clause 3.2. The Buyer shall pay all taxes assessed on or levied against Buyer in connection with the purchase of the Goods and shall defend, indemnify and hold harmless the Company from and against any and all claims and / or liability for income, excess profits, corporation and any other taxes, fines, penalties and interest thereon assessed or levied by any governmental authority against any member of Buyer Group or against the Company in relation to the sale and purchase of the Goods.
Sample 1
Sale and Purchase of Goods. 4.1 From time to time during the term of this Agreement, Consignee shall purchase Goods consigned hereunder for use in its operations. Consignee shall to do so within sixty (60) days after the date Goods are delivered by Consignor to the Facility. Purchase of Goods shall occur upon sale and such sale to Consignee shall be effective as of the date of removal. Notwithstanding the foregoing, Consignee may purchase Goods pursuant to this Agreement only so long as Consignor is satisfied in all respects, in its sole discretion, with the creditworthiness of Consignee. At no time shall the invoice value of Goods ordered by Consignee, when such value is added to the invoice value of Goods delivered to but not yet purchased by Consignee in accordance with the terms hereof, exceed $500,000.00. 4.2 All Goods remaining unsold at the Facility on or after Sixty (60) days after delivery thereof shall be deemed to be purchased by Consignee. 4.3 In the event Consignee’s customer is factor approved by Consignor, Consignee shall buy Goods from ITOCHU in an amount equal to wholesale plus four percent (4%) and then sell said Goods back to ITOCHU in the amount of the wholesale price plus two and a half percent (2.5%). ITOCHU shall then have the right to sell such Goods directly to customer. Consignee shall sell Goods directly to all customers that are not factor approved by Consignor. 4.4 All purchases of Goods pursuant to this Article 4 shall occur at the prices and subject to such other terms and conditions as are set forth herein, set forth on Annex 1 attached hereto and incorporated herein, set forth in the Sales Confirmation or otherwise agreed to in writing between Consignor and Consignee. 4.5 On the 15th and 30th of each month, Consignee shall deliver (by fax copy or electronic mail) to Consignor a written report setting forth with respect to the period covered (a) the volume of Goods delivered to Consignee at the Facility; (b) the volume of goods withdrawn from the Segregated Area and (c) any adjustments to the inventory of Goods maintained by Consignee as a result of loss of or damage to Goods. 4.6 All goods which are withdrawn by Consignee from the Segregated Area for use in Consignee’s operations shall be removed on a first in, first out basis, measured from the date of Consignee’s receipt of Goods.
Sample 1
Sale and Purchase of Goods. From time to time during the Term of this Agreement, the Seller hereby agrees to supply, and Bxxxx agrees to purchase, the Goods from the Seller in accordance with the provisions hereof.
Sample 1
Sale and Purchase of Goods. 3.1 The Seller is taken to have exclusively accepted, and is immediately bound (jointly and severally if the Seller comprises more than one person) by the Purchase Contract and these Terms by requesting the Company, or accepting the Company’s request, to purchase any Goods or to provide any other goods or services notwithstanding anything that may be stated to the contrary. 3.2 The Seller agrees to sell and the Company agrees to buy the Goods for the Purchase Price on the terms and conditions set out in this Agreement. 3.3 The Seller shall sell the Goods free of any Encumbrances.
Sample 1
Sale and Purchase of Goods 
Sample 1
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Related to Sale and Purchase of Goods

  • Sale and Purchase Upon the basis of the warranties and representations and subject to the terms and conditions herein set forth, the Fund agrees to sell to the respective Underwriters and each of the Underwriters, severally and not jointly, agrees to purchase from the Fund the aggregate number of Firm Shares set forth opposite the name of such Underwriter in Schedule A attached hereto in each case at a purchase price of $14.325 per Share. The Fund is advised that the Underwriters intend (i) to make a public offering of their respective portions of the Firm Shares as soon after the effective date of the Registration Statement as is advisable and (ii) initially to offer the Firm Shares upon the terms set forth in the Prospectus. The Underwriters may from time to time increase or decrease the public offering price after the initial public offering to such extent as they may determine. In addition, the Fund hereby grants to the several Underwriters the option to purchase, and upon the basis of the warranties and representations and subject to the terms and conditions herein set forth, the Underwriters shall have the right to purchase, severally and not jointly, from the Fund, ratably in accordance with the number of Firm Shares to be purchased by each of them, all or a portion of the Additional Shares as may be necessary to cover over-allotments made in connection with the offering of the Firm Shares, at the same purchase price per share to be paid by the Underwriters to the Fund for the Firm Shares. This option may be exercised by you on behalf of the several Underwriters at any time and from time to time on or before the forty-fifth day following the date hereof, by written notice to the Fund. Such notice shall set forth the aggregate number of Additional Shares as to which the option is being exercised, and the date and time when the Additional Shares are to be delivered (such date and time being herein referred to as the "Additional Time of Purchase"); provided, however, that the Additional Time of Purchase shall not be earlier than the Time of Purchase (as defined below) nor earlier than the second business day after the date on which the option shall have been exercised nor later than the tenth business day after the date on which the option shall have been exercised. The number of Additional Shares to be sold to each Underwriter shall be the number which bears the same proportion to the aggregate number of Additional Shares being purchased as the number of Firm Shares set forth opposite the name of such Underwriter on Schedule A hereto bears to the total number of Firm Shares (subject, in each case, to such adjustment as you may determine to eliminate fractional shares). The Fund also agrees, subject to the terms and conditions set forth herein, to sell to the Investment Manager, and, upon the basis of the representations, warranties and agreements of the Fund contained herein, the Investment Manager shall have the right to purchase from the Fund, at the same purchase price per share as the Underwriters shall pay for the Additional Shares, up to an aggregate of 1,000 Shares (the "Investment Manager Shares").

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

  • Sale and Purchase of Shares Upon the terms and subject to the conditions contained herein, on the Closing Date the Seller shall sell, assign, transfer, convey and deliver to the Purchaser, and the Purchaser shall purchase from the Seller, all of the Shares.

  • 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.

  • Sale and Purchase of the Assets 1.1 Acquired Assets Subject to the terms and conditions of this Agreement, Seller agrees to sell, convey and deliver to Xxxxx and Xxxxx agrees to purchase and acquire from Seller the assets set forth below (the “Assets”) owned by Seller as of 7:00 a.m., Central Daylight Time, on the Closing Date set forth below: (a) All of Seller’s right, title and interest in all oil and gas leases, including but not limited to those described in Exhibit A-1 attached hereto (the “Leases”), covering the land and depths described in Exhibit A-1 (the “Land”), together with all the property and rights incident thereto, including without limitation Seller’s rights in, to and under all operating agreements, pooling, communitization and unitization agreements, farmout agreements, joint venture agreements, product purchase and sale contracts, transportation, processing, treatment or gathering agreements, leases, permits, rights-of-way, surface interests easements, licenses, options, declarations, orders, contracts, and instruments in any way relating to Seller’s interest in and in the vicinity of the Leases and Land; (b) All of Seller’s right, title and interest in and to the xxxxx situated on the Leases and Land or otherwise pooled, communitized or unitized therewith, including without limitation the xxxxx described in Exhibit A-1 attached hereto (all such xxxxx, the “Xxxxx”); (c) All of Seller’s overriding royalty interests, net profits interests, operating interests, reversionary interests and other interests or benefits or credits owned by Seller in and to the Land, the Leases or attributable to production therefrom; (d) All of the oil and gas and associated hydrocarbons (“Oil and Gas”) in and under or otherwise attributable to the Leases, Land or produced from the Xxxxx (subject to Buyer’s obligation to pay for marketable Oil and Gas in storage on the Leases as of the Closing Date as provided in Section 2.1); (e) All of Seller’s interests in and to all of the assets described in Exhibit A-2 (collectively, the “Equipment”), including, without limitation, producing and non-producing xxxxx, injection xxxxx, disposal xxxxx, well equipment, casing, tubing, tanks, generators, boilers, buildings, pumps, motors, machinery, pipelines, gathering systems, power lines, telephone and telegraph lines, field processing plants, field offices and other furnishings related thereto, equipment leases, trailers, inventory in storage, storage yards, and all other improvements or appurtenances thereunto belonging; and (f) All of the files, records, and data of Seller relating to the items described in subsections (A), (B), (C), (D), and (E) above (the “Records”), including, without limitation, lease records, well records, and division order records; well files; title records (including title opinions and title curative documents); contracts and contract files; correspondence; computer software and data files; geological, geophysical and seismic records, interpretations, data, maps and information; production records, electric logs, core data, pressure data, decline curves and graphical production curves; reserve reports; and accounting records, but excluding files and information relating to internal or external valuations of the Assets and privileged information.

  • SALE AND PURCHASE OF THE SALE SHARES 2.1 Subject to and upon the terms and conditions of this Agreement, the Vendors shall sell and the Purchaser shall purchase the Sale Shares with effect from Completion free from all Encumbrances together with all rights now or hereafter attaching thereto including but not limited to all dividends paid, declared or made in respect thereof on or after the date of Completion. 2.2 The Purchaser shall not be obliged to purchase any of the Sale Shares unless the purchase of all the Sale Shares is completed simultaneously.

  • Sale and Purchase of Assets (a) The Manager shall, in accordance with instructions from the Board, supervise the sale and purchase of assets on the Company’s behalf including the completion of such transactions. (b) In respect of any sale or purchase of an asset, the Manager shall provide assistance which shall include, but not be limited to, arranging the financing in the case of a purchase and, if necessary, renegotiating existing financing, and in the case of a sale or purchase, arranging other contractual agreements required by the transaction and the general completion of the specific transaction. (c) The Manager shall assist the Board in reviewing the market for sale and purchase of assets and providing the Company with recommendations in this respect. Any contracts related to a sale or purchase of an asset shall always be subject to the final approval of the Board.

  • Sale and Purchase of Equity Interest 1.1 授予权利 Option Granted

  • Sale and Purchase of the Shares On the basis of the representations, warranties and agreements contained in, and subject to the terms and conditions of, this Agreement: (a) The Company agrees to sell to each of the Underwriters, and each of the Underwriters agrees, severally and not jointly, to purchase from the Company, at a price of $_____ per share (the "Initial Price"), the number of Firm Shares set forth opposite the name of such Underwriter under the column "Number of Firm Shares to be Purchased from the Company" on Schedule I to this Agreement, subject to adjustment in accordance with Section 10 hereof. (b) The Company grants to the several Underwriters an option to purchase, severally and not jointly, all or any part of the Option Shares at the Initial Price. The number of Option Shares to be purchased by each Underwriter shall be the same percentage (adjusted by the Representatives to eliminate fractions) of the total number of Option Shares to be purchased by the Underwriters as such Underwriter is purchasing of the Firm Shares. Such option may be exercised only to cover over-allotments in the sales of the Firm Shares by the Underwriters and may be exercised in whole or in part at any time on or before 12:00 noon, New York City time, on the business day before the Firm Shares Closing Date (as defined below), and from time to time thereafter within 30 days after the date of this Agreement, in each case upon written, facsimile or telegraphic notice, or verbal or telephonic notice confirmed by written, facsimile or telegraphic notice, by the Representatives to the Company no later than 12:00 noon, New York City time, on the business day before the Firm Shares Closing Date or at least two business days before the Option Shares Closing Date (as defined below), as the case may be, setting forth the number of Option Shares to be purchased and the time and date (if other than the Firm Shares Closing Date) of such purchase.

  • Consummation of Sale and Purchase During the Supplemental Purchase Period with respect to the Additional Loans (and thereafter with respect to Substituted Loans), the sale and purchase of Eligible Loans pursuant to an Additional Purchase Agreement shall be consummated upon (i) Funding's receipt from VL Funding and the VL Funding Eligible Lender Trustee of a fully executed copy of the related Additional Purchase Agreement; and (ii) the payment by Funding to VL Funding of the related Purchase Price. Upon consummation, such sale and purchase shall be effective as of the date of the related Additional Xxxx of Sale. VL Funding and Funding shall use their best efforts to perform promptly their respective obligations pursuant to the related Additional Purchase Agreement with respect to each Additional Loan.

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