The Purchase Documents Sample Clauses

The Purchase Documents. 1. The Parties agree hereby that this Agreement do not constitute all provisions and conditions relating to the Purchased Subject and performance of purchase under this Agreement. 2. The Parties agree that the status of the Purchased Subject and performance of the purchase under this Agreement are regulated also by other documents, in particular Aptiv General Terms and Conditions dated 5th December 2017 (hereinafter as: the „General Terms and Conditions”), Machinery and equipment terms and conditions and in a specific Purchase Order (together with the Agreement and the General Terms and Conditions jointly as: the „Purchase Documents”) and Inquiry no 19/2023 dated December 18, 2023. 3. The Parties agree that the Purchase Documents shall be read pursuant to the following hierarchy (a descending order): a. the Agreement; b. the General Terms and Conditions; c. Machinery and equipment terms and conditions d. the Purchase Order. e. Inquiry 4. The Parties agree, that the provision of the above §2 point 3 implies in particular that in case of any contrary provisions, discrepancies, or in any other way impossible to reconcile in a reasonable and legal way, the provisions of the Purchase Document higher in the hierarchy shall apply.
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The Purchase Documents. The Loan and the Loan Documents shall be sold, transferred and assigned by Seller's execution and delivery of the following documents to Purchaser at Closing: (1) Assignment of Seller's interest in the Loan Documents, a copy of which is attached hereto as Exhibit "A", together with an Indorsement, a copy of which is attached hereto as Exhibit "B", attached to and indorsing over the original Note to Purchaser; (2) A UCC Financing Statement (Assignment), a copy of which is attached hereto as Exhibit "C"; and (3) Such other documents and instruments, the forms of which shall be reasonably acceptable to Seller and Purchaser, as shall be necessary or appropriate to carry out the terms of this Purchase Agreement (the foregoing are collectively referred to as the "Purchase Documents").
The Purchase Documents. (a) As stated in the Fleet Purchase Documents, Fleet has purchased certain accounts and other rights to payment, (b) as of the date hereof the accounts and other rights to payment purchased by Fleet that remain outstanding are set forth on Schedule E; (c) Peregrine has defaulted on the Fleet Purchase Documents; (d) the Fleet Purchase Documents have not been amended at any time on or before the date hereof except as specifically set forth in Schedule B; (e) the Fleet Purchase Documents constitute duly authorized, valid, binding and continuing agreements and obligations of Peregrine to Fleet, enforceable in accordance with their respective terms; and (f) Peregrine has no claims, cross-claims, counterclaims, setoffs or defenses of any kind or nature which would in any way reduce or offset its obligations to Fleet under the Fleet Purchase Documents as of the date of execution of this Agreement. (a) As stated in the SVB Purchase Documents, the SVB has purchased certain accounts and other rights to payment, (b) as of the date hereof the accounts and other rights to payment purchased by SVB that remain outstanding are set forth on Schedule F; (c) Peregrine has defaulted on the SVB Purchase Documents; (d) the SVB Purchase Documents have not been amended at any time on or before the date hereof except as specifically set forth in Schedule C; (e) the SVB Purchase Documents constitute duly authorized, valid, binding and continuing agreements and obligations of Peregrine to SVB, enforceable in accordance with their respective terms; and (f) Peregrine has no claims, cross-claims, counterclaims, setoffs or defenses of any kind or nature which would in any way reduce or offset its obligations to SVB under the SVB Purchase Documents as of the date of execution of this Agreement. (a) As stated in the Trade Bank Purchase Documents, the Trade Bank has purchased certain accounts and other rights to payment, (b) as of the date hereof the accounts and other rights to payment purchased by the Trade Bank that remain outstanding are set forth on Schedule G; (c) Peregrine has defaulted on the Trade Bank Purchase Documents; (d) the Trade Bank Purchase Documents have not been amended at any time on or before the date hereof except as specifically set forth in Schedule D; (e) the Trade Bank Purchase Documents constitute duly authorized, valid, binding and continuing agreements and obligations of Peregrine to the Trade Bank, enforceable in accordance with their respective terms; and (e...
The Purchase Documents 

Related to The Purchase Documents

  • The Purchase Agreement This Agreement has been duly authorized, executed and delivered by the Company and the Guarantors.

  • Transaction Documents This Agreement, the Pubco Documents and all other documents necessary or reasonably required to consummate the Transaction, all in form and substance reasonably satisfactory to Priveco, will have been executed and delivered by Pubco.

  • Description of the Transaction Documents The Transaction Documents will conform in all material respects to the respective statements relating thereto contained in the Offering Memorandum.

  • Descriptions of the Transaction Documents Each Transaction Document conforms in all material respects to the description thereof contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

  • Related Agreements Any agreement related to this Plan shall be in writing and shall provide that: (i) such agreement may be terminated at any time, without payment of any penalty, by a vote of a majority of the Independent Trustees or by a vote of the holders of a “majority” (as defined in the 0000 Xxx) of the Fund's outstanding Class C voting shares; (ii) such termination shall be on not more than sixty days’ written notice to any other party to the agreement; (iii) such agreement shall automatically terminate in the event of its “assignment” (as defined in the 1940 Act); (iv) such agreement shall go into effect when approved by a vote of the Board and its Independent Trustees cast in person at a meeting called for the purpose of voting on such agreement; and (v) such agreement shall, unless terminated as herein provided, continue in effect from year to year only so long as such continuance is specifically approved at least annually by a vote of the Board and its Independent Trustees cast in person at a meeting called for the purpose of voting on such continuance.

  • Related Documents The words "Related Documents" mean all promissory notes, credit agreements, loan agreements, environmental agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Loan.

  • Other Transaction Documents Each representation and warranty made by the Servicer under each other Transaction Document to which it is a party (including, without limitation, the Purchase and Sale Agreement) is true and correct in all material respects as of the date when made.

  • Seller's Documents At the Closing, Sellers shall deliver or cause to be delivered to Buyer the following: (a) Resignation of all directors and officers of the Company effective on the Closing Date; (b) A certificate of the Company, dated the Closing Date, in the form described in Section 8.01(c); (c) Governmental certificates showing that the Company: (i) is duly incorporated and in good standing in the state of its incorporation; and (ii) has filed all returns, paid all taxes due thereon and is currently subject to no assessment and is in good standing as a foreign corporation in each state where such qualification is necessary, each certified as of a date not more than thirty (30) days before the Closing Date; (d) Such certificates, stock powers (executed in blank with signatures guaranteed), assignments, documents of title and other instruments of conveyance, assignment and transfer (including without limitation any necessary consents to conveyance, assignment or transfer), and lien releases, if any, all in form satisfactory to Buyer and Buyer's counsel, as shall be effective to vest in Buyer title in and to the Company Stock, free, clear and unencumbered in accordance with the terms of this Agreement. (e) The Indemnification Escrow Agreement; (f) The Consulting and Non-Competition Agreement signed by Jamex X. Xxxx xxxerred to in Section 14.14; (g) A written opinion of Wilsxx Xxxxxxx Xxxxxxxx & Xosaxx, xxunsel for the Sellers in the form of Exhibit C, dated as of the Closing Date; (h) A written opinion of the Company's FCC counsel in form and substance reasonably satisfactory to Buyer covering the matters set forth on Exhibit D, dated as of the Closing Date; (i) Updating title insurance endorsements on all title insurance policies on the Real Property held by the Company in form and substance reasonably satisfactory to Buyer; and (j) Such additional information, materials, agreements, documents and instruments as Buyer, its counsel, or its senior lender may reasonably request in order to consummate the Closing.

  • Repurchase Agreements With respect to all agreements pursuant to which the Company or any of its Subsidiaries has purchased securities subject to an agreement to resell, if any, the Company or any of its Subsidiaries, as the case may be, has a valid, perfected first lien or security interest in the government securities or other collateral securing the repurchase agreement, and, as of the date hereof, the value of such collateral equals or exceeds the amount of the debt secured thereby.

  • Transaction Agreements Except as expressly set forth herein, this Agreement is not intended to address, and should not be interpreted to address, the matters specifically and expressly covered by the other Transaction Agreements.

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