Seller Obligation Clause Samples

Seller Obligation. The Seller agrees with each Underwriter, for the sole and exclusive benefit of such Underwriter and each person who controls such Underwriter within the meaning of either the Act or the Exchange Act and not for the benefit of any assignee thereof or any other person or persons dealing with such Underwriter, to indemnify and hold harmless such Underwriter and each person who controls such Underwriter within the meaning of either the Act or the Exchange Act against any failure by the Company to perform any of its obligations under this Agreement. The Seller agrees that there are no conditions precedent to the obligations of the Seller hereunder other than written demand to the Company to perform its obligations under this Agreement.
Seller Obligation. SELLER shall assist LISTING BROKER during the term of this Agreement and agrees to cooperate in the marketing of the property and refer all potential buyers to the LISTING BROKER. SELLER further agrees to review and execute all required forms, including the lead paint Property Transfer Notification Certification for properties built before 1978.
Seller Obligation. Upon the terms and subject to the conditions set forth in this Agreement, and in reliance on the covenants, representations, warranties and agreements set forth herein, the Seller agrees to sell to the Purchaser the Back Book Assets on the Purchase Date.
Seller Obligation. Upon the terms and subject to the conditions set forth in this Agreement, and in reliance on the covenants, representations, warranties and agreements set forth herein, the Seller (i) agrees to offer to the Purchaser an amount of Contracts with an aggregate Outstanding Principal Balance at least equal to the Applicable Offer Target for the related period and (ii) commits to sell to the Purchaser the Applicable Pool on each Purchase Date during the Commitment Period, provided that the Seller shall not offer for sale (x) to the Purchaser or any other purchaser that is not an affiliate of the Seller, an amount of Eligible Contracts greater than 75% of the Outstanding Principal Balance of Eligible Contracts acquired by the Seller in each Measurement Period or (y) to the Purchaser an amount of Eligible Contracts greater than 50% by Outstanding Principal Balance of Eligible Contracts acquired by the Seller which were eligible for inclusion in each Applicable Pool.
Seller Obligation. The Seller agrees with each Underwriter, for the sole and exclusive benefit of such Underwriter and each person who controls a Underwriter within the meaning of either the Act or the Exchange Act and not for the benefit of any assignee thereof or any other person or persons dealing with such Underwriter, to indemnify and hold harmless each Underwriter and each person who controls a Underwriter within the meaning of either the Act or the Exchange Act against any failure by Renaissance to perform any of its obligations under this Agreement. The Seller agrees that there are no conditions precedent to the obligations of the Seller hereunder other than written demand to Renaissance to perform its obligations under this Agreement.
Seller Obligation. The Seller agrees with each Underwriter, for the sole and exclusive benefit of such Underwriter and each person who controls such Underwriter within the meaning of either the Act or the Exchange Act and not for the benefit of any assignee thereof or any other person or persons dealing with such Underwriter, to indemnify and hold harmless each Underwriter and each person who controls such Underwriter within the meaning of either the Act or the Exchange Act against any failure by BSABS to perform any of its obligations under this Agreement. The Seller agrees that there are no conditions precedent to the obligations of the Seller hereunder other than written demand to BSABS to perform its obligations under this Agreement.
Seller Obligation. The Seller agrees with each Broker-Dealer, for the sole and exclusive benefit of such Broker-Dealer and each person who controls a Broker-Dealer within the meaning of either the Act or the Exchange Act and not for the benefit of any assignee thereof or any other person or persons dealing with such Broker-Dealer, to indemnify and hold harmless each Broker-Dealer and each person who controls a Broker-Dealer within the meaning of either the Act or the Exchange Act against any failure by IndyMac MBS to perform any of its obligations under this Agreement, the Underwriting Agreement or the Purchase Agreement. The Seller agrees that there are no conditions precedent to the obligations of the Seller hereunder other than written demand to IndyMac MBS to perform its obligations under this Agreement, the Underwriting Agreement or the Purchase Agreement.
Seller Obligation. Upon the terms and subject to the conditions set forth in this Agreement, and in reliance on the covenants, representations, warranties and agreements set forth herein, the Seller (i) agrees to offer to the Purchaser an amount of Contracts with an aggregate Outstanding Principal Balance at least equal to the Applicable Offer Target for the related period and (ii) commits to sell to the Purchaser the Applicable Pool on each Purchase |US-DOCS\164120790.2|| Date during the Commitment Period, provided that the Seller shall not offer for sale (x) to the Purchaser or any other purchaser that is not an affiliate of the Seller, an amount of Eligible Contracts greater than 75% of the Outstanding Principal Balance of Eligible Contracts acquired by the Seller in each Measurement Period or (y) to the Purchaser an amount of Eligible Contracts greater than 50% by Outstanding Principal Balance of Eligible Contracts acquired by the Seller which were eligible for inclusion in each Applicable Pool.
Seller Obligation. Seller will pay all legal fees, title insurance and transfer taxes expense associated with the ownership and sale of the real estate. Seller to provide merchantable and clear title to all property sold.
Seller Obligation. Except as required by any Law or Order, Seller shall not, for a period of 3 years after the Closing Date (i) disclose to any Person other than Buyer or Company, in any manner, directly or indirectly, any Information pertaining to the Business, which is licensed to or owned in whole or in part by Company or the Subsidiaries or which has been created or developed for, used in or necessary for the conduct of the Business; and (ii) solicit, either directly or indirectly for employment by Seller or its subsidiaries, persons who are directors, officers, agents, employees or contractors of Buyer or of Company or any Subsidiary after the Closing Date, provided that this restriction shall not prohibit Seller from placing general recruitment advertisements in newspapers or other publications of general circulation or responding to unsolicited inquiries.