To secure the Buyer’s claims against the Seller Sample Clauses

To secure the Buyer’s claims against the Seller from this Agreement due to legal and/or material defects, for which the Seller is held liable pursuant to this Agreement, or due to stipulations under Sec. 3.7 through to 3.11, the Buyer is entitled to retain an amount of EUR 61,000.00 from the purchase price. If within a period of 12 months, starting with the transfer of possession of the Object of Purchase, such a material and/or legal defect of the Object of Purchase appears or a claim arises from the provisions of Sec. 3.7 through to 3.11, and/or if several of the defects listed in Annex 5.2 have not been removed within 6 months, the Buyer is entitled to use the amount that is required to secure a due payment claim (e.g., advance payment for substitute performance) or to fulfil a claim due under Sec. 3.7 through to 3.11 out of the retention provided for in this Purchase Agreement and (if required) also the other Purchase Agreements (Sec. 4.5 of Annexes A1, A3 and A4 to the Framework Deed) (“General Retention”). If the secured event occurs, the Seller is obliged to give its consent to payment at the request of the Buyer. If the billing for the relevant defect(s) Annex A2 to the Framework Agreement exceeds the aforementioned 12-month period, the Buyer is entitled to retain the amount that will probably be required to remove the defect(s) until complete removal of the defect and the billing of the costs of removal and until settlement of the bills for the relevant removal of defect(s). Upon expiry of the mentioned 12-month period or the extended period, the Buyer shall pay the unused portion of the amount to the Seller. Insofar as the material or legal defect cannot be removed, the Buyer is entitled to retain the amount by which the defect reduces the value of the Object of Purchase from the General Retention for good. At the request of the relevant other Party, each Party is obliged to immediately also make the declarations of consent that are required under this provision towards the Bank, in the form necessary for payout and to repeat such declarations if necessary.
Sample 1
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To secure the Buyer’s claims against the Seller from this Agreement due to legal and/or material defects, for which the Seller is held liable pursuant to this Agreement, or due to stipulations under Sec. 3.8 through to 3.12, the Buyer is entitled to retain an amount of EUR 87,000.00 from the purchase price. If within a period of 12 months, starting with the latest transfer of possession of the Object of Purchase, such a material and/or Annex A4 to the Framework Agreement
Sample 1

Related to To secure the Buyer’s claims against the Seller

  • Indemnity Against Claims The Company will pay and discharge and will indemnify and hold harmless the Issuer from (a) any lien or charge upon payments by the Company hereunder, (b) any taxes, assessments, impositions, and other charges upon payments by the Company to the Issuer hereunder, and (c) any and all liabilities, damages, costs, and expenses arising out of or resulting from the transactions contemplated by this Agreement and the Indenture, including the reasonable fees and expenses of counsel. If any such lien or charge is sought to be imposed upon payments, or any such taxes, assessments, impositions, or other charges are sought to be imposed, or any such liability, damages, costs, and expenses are sought to be imposed, the Issuer will give prompt notice to the Company, and the Company shall have the sole right and duty to assume, and will assume, the defense thereof, with full power to litigate, compromise or settle the same in its sole discretion.

  • Preferential Collection of Claims Against the Company The Trustee shall comply with Section 311(a) of the Trust Indenture Act, excluding any creditor relationship described in Section 311(b) of the Trust Indenture Act. A Trustee who has resigned or been removed shall be subject to Section 311(a) of the Trust Indenture Act to the extent included therein.

  • Preferential Collection of Claims Against Company and Subsidiary Guarantors If and when the Trustee shall be or become a creditor of the Company, any Subsidiary Guarantor or any other obligor upon the Securities, the Trustee shall be subject to the provisions of the Trust Indenture Act regarding the collection of claims against the Company, such Subsidiary Guarantor or any such other obligor.

  • Pursuit of Claims Against Third Parties If (i) a Party incurs any Liability arising out of this Agreement or any Ancillary Agreement; (ii) an adequate legal or equitable remedy is not available for any reason against the other Party to satisfy the Liability incurred by the incurring Party; and (iii) a legal or equitable remedy may be available to the other Party against a Third Party for such Liability, then the other Party shall use its commercially reasonable efforts to cooperate with the incurring Party, at the incurring Party’s expense, to permit the incurring Party to obtain the benefits of such legal or equitable remedy against the Third Party.

  • Preferential Collection of Claims Against the Issuers The Trustee is subject to TIA § 311(a), excluding any creditor relationship listed in TIA § 311(b). A Trustee who has resigned or been removed shall be subject to TIA § 311(a) to the extent indicated therein.

  • Preferential Collection of Claims Against the Issuer The Trustee is subject to TIA § 311(a), excluding any creditor relationship listed in TIA § 311(b). A Trustee who has resigned or been removed shall be subject to TIA § 311(a) to the extent indicated therein.

  • Preferential Collection of Claims Against Issuing Entity The Indenture Trustee shall comply with TIA § 311(a), excluding any creditor relationship listed in TIA § 311(b). An Indenture Trustee who has resigned or been removed shall be subject to TIA § 311(a) to the extent indicated.

  • Notification of Claims Against Collateral The Borrower will give notice to the Agent in writing within five (5) Business Days of becoming aware of any material setoff, claims (including, with respect to the Mortgaged Property, environmental claims), withholdings or other defenses to which any of the Collateral, or the rights of the Agent or the Lenders with respect to the Collateral, are subject.

  • No Claims Against Collateral Agent Nothing contained in this Agreement shall constitute any consent or request by the Collateral Agent, express or implied, for the performance of any labor or services or the furnishing of any materials or other property in respect of the Pledged Collateral or any part thereof, nor as giving any Pledgor any right, power or authority to contract for or permit the performance of any labor or services or the furnishing of any materials or other property in such fashion as would permit the making of any claim against the Collateral Agent in respect thereof or any claim that any Lien based on the performance of such labor or services or the furnishing of any such materials or other property is prior to the Lien hereof.

  • Preferential Collection of Claims Against Company The Trustee shall comply with TIA Section 311(a), excluding any creditor relationship listed in TIA Section 311(b). A Trustee who has resigned or been removed shall be subject to TIA Section 311(a) to the extent indicated therein.

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