Examples of Buyer Deposit in a sentence
Upon the request of Buyer, Seller will, at its sole cost and expense, deposit copies in electronic format of any and all engineering drawings, proprietary information, technical documentation, know how, specifications and the like, as may be required by Buyer for the support, operation, maintenance and manufactured of all Items by Buyer, or a third party contractor of Buyer, ("Deposit") with a third party escrow holder ("Escrow Holder") approved in advance by Buyer.
At Buyer’s request, Supplier also will assist Buyer in making alternative supply arrangements for such Products/Services, related products or services, and other potentially affected products or services, including but not limited to delivering to Buyer Deposit Materials for such Product(s)/Service(s) and related product(s) or service(s) so that Buyer can exercise its license rights under Section 11 as if such Product(s)/Service(s) and related product(s)/service(s) were discontinued.
Upon receipt by Australian Sellers from Licensee of amounts in respect of the Royalty Interest, Australian Sellers shall instruct the bank holding the Seller Deposit Account to transfer such amounts from the Seller Deposit Account into the Buyer Deposit Account on the second Business Day after such amounts are received in the Seller Deposit Account.
If the Closing occurs, the Buyer Deposit shall be applied to the Cash Payment portion of the Purchase Price and the balance (if any) shall be returned to Buyer.
In the event of any actual dispute or adversity between Seller and Buyer, Deposit Agent shall be entitled to resign as Deposit Agent and to represent Seller in such dispute or adversity, and in such case shall deliver any funds held by Deposit Agent pursuant to this Agreement the Funds to a successor escrow agent designated by Christian Panagakos of Florida Bankruptcy Advisors, P.L. (the “Liquidating Agent”) in his sole and absolute discretion.
In case of the Agreement being terminated in accordance with this clause due to circumstances solely within the Buyer’s control, the Seller shall be entitled to retain as liquidated damages (and not as penalty) the Buyer Deposit.
In the event that this Agreement is terminated, then Sellers and Buyer will deliver to the Escrow Holder, promptly following the effective date of any such termination, joint written instructions to pay Sellers or Buyer, as applicable, the Buyer Deposit from the Escrow Account, subject to the terms of the Escrow Agreement.
Australian Sellers shall irrevocably instruct Licensee to remit all Royalty Interest amounts payable to Sellers pursuant to the Commercialization Agreement into the Seller Deposit Account, and Australian Sellers shall irrevocably instruct the bank holding the Seller Deposit Account to transfer such Royalty Interest amounts from the Seller Deposit Account into the Buyer Deposit Account, in each case pursuant and subject to Section 5.11.
Amounts deposited into the Buyer Deposit Account shall be in United States dollars.
If terminated in accordance with 3.5.1 or 3.5.2, the parties’ rights and obligations under this Agreement shall cease and be discharged without further liability of either of the Buyer or Seller (save that the Seller shall forthwith return the Buyer Deposit) and neither party shall have any claims against the other for any Losses resulting from such non-delivery.