The Vendor Sample Clauses
The Vendor. The Vendor is a company incorporated in the British Virgin Islands with limited liability and an indirect wholly-owned subsidiary of the Company. The principal business activity of the Vendor is investment holding.
The Vendor must not claim that MMCAP endorses its products or services.
The Vendor the Borrower and each other Person that shall subsequently become party to this Agreement agree to the provisions contained in Schedule I.
The Vendor. Prototal has a strong and diversified customer base and the all-embracing offering makes Prototal unique in the Nordic market. The plastic division is signified by a large customer base making up a small percentage of total revenues, whereas the steel division is more dependent of large contracts.
The Vendor. Builder shall preserve all assignable rights and claims that the Builder may have against manufacturers, suppliers, vendors, builders, contractors, sub-contractors and others in respect of any breach of warranty or other defect in respect of the Homes, and shall, forthwith upon the request of Tarion, assign and transfer all such rights and claims to and in favour of Tarion, or as it may direct, and shall execute and deliver such assignments and other instruments and do such acts and things as Tarion may reasonably require in order to enable Tarion or its designate to prosecute and enforce such rights and claims as fully and effectually as the same could be prosecuted and enforced by the Vendor/Builder subject however to the overriding provisions of any assignment of such rights, claims and/or interests involving any manufacturers, suppliers, builders, contractors and/or sub-contractors heretofore or hereafter made by the Vendor/Builder to and in favour of the lender(s) providing construction financing for the Homes, and which assignment to the construction lender(s) shall take priority over any such assignment by the Vendor/Builder to and in favour of Tarion, regardless of when same have been respectively created and Tarion shall correspondingly execute a financing change statement under the PPSA to evidence and confirm said postponement and subordination to and in favour of the construction lender(s)], and following any such assignment to the construction lender Tarion shall not pursue nor enforce any rights and/or claims under or pursuant to any such assignment so granted by the Vendor/Builder to Tarion whatsoever.
The Vendor. FOO KHEE LONG (Malaysian NRIC No. 760520-01-5487) of X0-00X, Xxxxx Xxxxxxxxx, Xxxxx XXX 0X/0X, Xxxxxx Xxxxxx, 00000, Petaling Jaya, Selangor Darul Ehsan.
The Vendor. The Vendor represents and warrants as follows to the Company and acknowledges and confirms that the Company is relying on such representations and warranties in connection with its purchase of the Assets:
The Vendor. The Vendor will be responsible for its own legal, accounting, consulting and other fees with respect to the transaction including, but not limited to, the following costs and expenses:
(a) its own accounting fees, including in connection with the preparation of any required financial statements of the Vendor;
(b) subject to subsection 8.01(d), its own legal fees including in connection with the preparation and review of this Agreement;
(c) its own consulting fees; and
(d) the fees and expenses incurred in respect of any Property Report or Valuation, if required by the TSXVE.
The Vendor. The Vendor represents and warrants to the Purchaser as follows, with the intention that the Purchaser will rely thereon in entering into this Agreement, that:
(a) the Vendor has obtained the age of majority and is legally competent to execute this Agreement;
(b) the Vendor has good and marketable legal and beneficial title to all of the Purchased Assets, free and clear of any and all Liens. The Purchased Assets constitute all of the property and assets used or held for use in connection with the Business. There is no agreement, option or other right or privilege outstanding in favour of any Person for the purchase from the Vendor of the Business or any part thereof or of any of the Purchased Assets;
(c) the Vendor has all necessary power, authority and capacity to enter into this Agreement and to carry out the transactions contemplated in this Agreement in accordance with the terms of this Agreement;
(d) this Agreement has been duly executed and delivered by the Vendor and constitutes a valid and binding obligation of the Vendor, enforceable against the Vendor in accordance with its terms, subject to applicable bankruptcy, insolvency and other laws of general application limiting the enforcement of creditors’ rights generally and to the fact that equitable remedies, including specific performance, are discretionary and may not be ordered in respect of certain defaults;
(e) the Vendor has properly and diligently protected the Patent Application and the right, title, interest and benefit of the Vendor in and to the Patent Application. Such registration and application for registration (i) was timely filed and was or is diligently prosecuted, (ii) has been or was maintained or renewed as required, (iii) has not been or was not finally rejected, withdrawn, opposed, cancelled, expunged, impeached, revoked, rectified, invalidated or had its term reduced, and,