Separate Transactions. All purchase orders shall be subject to written acceptance by Seller. Each shipment shall constitute a separate and independent transaction and Seller may recover for each such shipment without reference to any other shipment. If Buyer is in default of any term or condition of these Terms, Seller may, at its option, without waiving its right to terminate these Terms, defer further shipments hereunder until such default is remedied or, in addition to any other right or remedy at law or in equity, Seller may decline further performance of these Terms. Seller may furthermore delay or refuse to ship the Product(s) to Buyer if Buyer delays delivery, is in breach of any provision of these Terms, or if in Seller’s opinion the delivery or use of the Product(s) may result in an environmental, health or safety danger or hazard. Seller may, but shall not be obligated to, grant credit terms to Buyer. Acceptance of any order is subject to final credit approval by Seller. If, in the judgment of Seller, the financial responsibility of Buyer shall at any time become impaired, Seller may, without notice to Buyer, suspend credit, cancel any unfilled orders, and/or decline to make further deliveries under these Terms except upon receipt, before shipment, of payment in full or satisfactory security for such payment. Buyer agrees, upon request, to provide Seller with its most recent financial statements and such other evidence of corporate and financial standing as Seller may reasonably request from time to time to evaluate Buyer’s creditworthiness.
Separate Transactions. Two (2) separate transactions will appear on the payer’s personal card statement: one (1) for the tuition or related educational fee and one (1) for the Service Fee.
Separate Transactions. Seller and Purchaser intend and agree that for federal and state income tax purposes the sale or Exchange of an individual Transferred Asset does not take place until the Closing for such Transferred Asset, and agree to report the transactions accordingly.
Separate Transactions. Adjustments: If Separate Transactions Adjustments apply to any Spin-off with respect to a Transaction, as of the ex-dividend date for such Spin-off, such Transaction shall be considered two separate Transactions, each with terms identical to the original Transaction (the “Original Transaction”), except that: (i) the “Shares” for the Original Transaction (the “Original Shares Transaction”) shall be the Original Shares and the “Shares” for the other transaction (the “Spin-off Shares Transaction”) shall be the Spin-off Shares, (ii) the Number of Shares for each Component of the Original Shares Transaction shall remain unchanged from the Number of Shares for such Component of the Original Transaction, (iii) the Number of Shares for each Component of the Spin-off Shares Transaction shall equal the product of (A) the Number of Shares for such Component of the Original Transaction (as in effect immediately prior to the ex-dividend date for such Spin-off) and (B) the number of Spin-off Shares that a holder of one share of Original Shares would have owned or been entitled to receive in connection with such Spin-Off, (iv) the Put Strike Price and the Call Strike Price for each of the Original Shares Transaction and the Spin-off Shares Transaction shall be adjusted by the Calculation Agent to reflect the relative market values per share and dividend practices of the Original Shares and the Spin-off Shares immediately following the ex-dividend date for such Spin-off, as determined by the Calculation Agent, and (v) the Calculation Agent shall make adjustments to any terms of each of the Original Shares Transaction and the Spin-off Shares Transaction as the Calculation Agent determines appropriate (including, without limitation, adjustments to account for changes in volatility, expected dividends, stock loan rate or liquidity relevant to the Original Shares, the Spin-off Shares, the Original Shares Transaction or to the Spin-off Shares Transaction) to preserve the theoretical fair value of such Original Transaction to Dealer and Counterparty. Following a Spin-off to which Separate Transactions Adjustments are applicable with respect to a Transaction, this Master Confirmation and the Supplemental Confirmation for such Transaction shall apply in all respects (except as provided above) to both the Original Shares Transaction and the Spin-off Shares Transaction as if each were a separate Transaction under the Agreement. As of the ex-dividend date of any subsequent Spin-off,...
Separate Transactions. Each Currency Forex transaction is a separate transaction, even though more than one such transaction may be included on a single confirmation.
Separate Transactions. Each shipment shall constitute a separate and independent transaction and Seller may recover for each such shipment without reference to any other. If Buyer is in default of any term or condition of this Agreement, Seller may, at its option, without waiving its right to terminate this Agreement, defer further shipments hereunder until such default is remedied (in which event Seller may elect to extend the term of this Agreement for a period of time equal to the period of time during which shipments were so deferred), or, in addition to any other right or remedy at law or in equity, Seller may decline further performance of this Agreement. Seller may furthermore delay or refuse to ship Product to Buyer if Buyer delays delivery or if in Seller’s opinion the delivery or use of Product may result in an environmental health or safety danger or hazard. If, in the judgment of Seller, the financial responsibility of Buyer shall at any time become impaired, Seller may suspend credit, cancel any unfilled orders, and/or decline to make further deliveries under this Agreement except upon receipt, before shipment, of payment in cash or satisfactory security for such payment.
Separate Transactions. The sale of the Sale Shares by the Sellers is intended to be a simultaneous series of separate and several sales, and the representations, warranties, covenants, agreements and other undertakings of the Sellers set forth in this Agreement shall be given or made by the Sellers severally but not jointly (non solidairement). Notwithstanding the foregoing, and for clarity, Losses recoverable from the Escrow Amount as described herein shall be recoverable by the Buyer on an undifferentiated basis, without regard to the responsibility of any Seller for such Losses or the amount of any proceeds received by such Seller as a result of the Transactions.
Separate Transactions. Each of the GTIA Transaction and the GTMN Transaction (individually, a “Transaction”, and collectively, the “Transactions”) is independent, separate and discrete from each other Transaction for Tax and accounting purposes and asset conveyance documentation. Notwithstanding such separate treatment, neither Transaction may close without both Transactions closing at the same time.
Separate Transactions. The transactions in each of Sections 1.1 and 1.2 are independent, separate and discrete and are not integrated or combined as one or the same transaction. Use of combined terms in this Agreement, such as “Buyer”, “Seller”, “Assets”, “Assumed Liabilities” and “Purchase Price”, are for convenience only in order to reduce time, costs and paper and shall have no substantive effect on the separateness of such transactions. Such transactions shall be treated and reported separately for tax and accounting purposes, asset conveyance documentation, and all other matters in this Agreement.
Separate Transactions. Each of the Asset Sale, the Stock Sale, the RD-180 Asset Sale and the RDA Stock Sale is a transaction that is independent, separate and discrete from each of the other such transactions for Tax and accounting purposes and asset conveyance documentation. Notwithstanding such separate treatment, no Rocketdyne Transaction may close without all Rocketdyne Transactions closing at the same time (but, for the avoidance of doubt, certain Assigned Contracts, Assigned Government Contracts and the Environmental Permits set forth on Schedule 6.9 may be assigned or transferred after the Closing Date in accordance with this Agreement).
