The Shareholders' Obligation Sample Clauses

The Shareholders' Obligation. The Purchaser shall not have any obligation to pay any fee or other compensation to any person, firm or corporation dealt with by the Company or the Shareholder in connection with this Agreement and the transactions contemplated hereby, and the Company and the Shareholder, jointly and severally, hereby agree to indemnify and save the Purchaser harmless from any liability, damage, cost or expense arising from any claim for any such fee or other compensation.
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The Shareholders' Obligation. Neither the Purchaser nor either of the Companies shall have any obligation to pay any fee or other compensation to any person, firm or corporation dealt with by either of the Companies or any of the Shareholders in connection with this Agreement and the transactions contemplated hereby, other than a broker's fee equal to three percent (3%) of the Purchase Price which shall be payable to the Broker, and each of the Shareholders, jointly and severally, hereby agrees to indemnify and save the Purchaser harmless from any liability, damage, cost or expense arising from any claim for any such fee or other compensation. The parties acknowledge and agree that all payments of the Purchase Price (whether in cash or in NCES Shares) otherwise payable to the Shareholders shall be reduced by the amount of such broker's fee and that such broker's fee shall be paid directly to the Broker by the Purchaser,
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Related to The Shareholders' Obligation

  • Holder’s Obligations Each Holder agrees, by acquisition of the Registrable Securities, that no Holder shall be entitled to sell any of such Registrable Securities pursuant to a Registration Statement or to receive a Prospectus relating thereto, unless such Holder has furnished the Company with a Notice and Questionnaire as required pursuant to Section 2(d) hereof (including the information required to be included in such Notice and Questionnaire) and the information set forth in the next sentence. Each Notice Holder agrees promptly to furnish to the Company all information required to be disclosed in order to make the information previously furnished to the Company by such Notice Holder not misleading and any other information regarding such Notice Holder and the distribution of such Registrable Securities as the Company may from time to time reasonably request. Any sale of any Registrable Securities by any Holder shall constitute a representation and warranty by such Holder that the information relating to such Holder and its plan of distribution is as set forth in the Prospectus delivered by such Holder in connection with such disposition, that such Prospectus does not as of the time of such sale contain any untrue statement of a material fact relating to or provided by such Holder or its plan of distribution and that such Prospectus does not as of the time of such sale omit to state any material fact relating to or provided by such Holder or its plan of distribution necessary to make the statements in such Prospectus, in the light of the circumstances under which they were made, not misleading.

  • Seller's Obligation The obligation of Seller to sell and deliver the Shares to Buyer is subject to the satisfaction (or waiver by Seller) as of the Closing of the following conditions:

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

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

  • Conditions to the Purchasers’ Obligation The obligation of each Purchaser to consummate the purchase of the Subordinated Notes to be purchased by them at Closing and to effect the Disbursement is subject to delivery by or at the direction of the Company to such Purchaser (or, with respect to the Indenture, the Trustee) each of the following (or written waiver by such Purchaser prior to the Closing of such delivery):

  • CONDITIONS TO THE PURCHASER’S OBLIGATION TO CLOSE The obligation of the Purchaser to acquire the Property shall be subject to the satisfaction of the following conditions precedent on and as of the Closing Date:

  • BUYER'S OBLIGATIONS AT CLOSING At the Closing, Buyer shall deliver or cause to be delivered to Seller:

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

  • Buyer’s Obligations At Closing, Buyer shall deliver or cause to be delivered to Seller the following:

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

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