Buyer’s Obligations definition

Buyer’s Obligations means those actions and deliveries required to be made by or on behalf of Buyer for Seller to manufacture and sell the Goods, and include providing Seller, on a timely basis, forecasts, final design and test specifications, equipment, hardware, software, production tooling and retooling, test equipment, and responses to Seller’s requests for substitutions, approvals or other communications.

Buyer’s Obligations shall have the meaning set forth in Section 10.01.

Buyer’s Obligations has the meaning ascribed thereto in section 2.3(f);

Examples of Buyer’s Obligations in a sentence

• Except as otherwise expressly provided for in this Agreement, the Buyer’s Obligations under this Section 8(c)(ii) include and cover matters whether or not they are set forth in the Schedules to this Agreement, including such Obligations relating to litigation to which the Seller or any of its Affiliates is a party.

• Concurrently with such delivery, as of the applicable Transfer Date, the Buyer automatically grants a security interest in the Purchased Assets identified in the applicable S&SA Assignment and the related Note Receivable Schedule (a copy of which has or will concurrently therewith be delivered to the Agent) to the Agent pursuant to the Loan Agreement as security for the Buyer’s Obligations under the Loan Agreement and the other Loan Documents.

• At any time, Seller may stop performance or work in process, refuse to make shipments, or instruct the common carrier or other third person in custody or possession of the Goods or Service deliverables to hold, store or return them to Seller if Buyer fails to timely perform Buyer’s Obligations, to make any payment owed to Seller when due, or to provide adequate written assurances when requested by Seller upon Seller’s reasonable insecurity about Buyer’s ability to pay for the Goods or Services.

• Before this Agreement terminates pursuant to Paragraph 24 below, this Agreement shall be transferable by Buyer to any subsequent owner of the Property ("Transferee") who did not cause or contribute to and is not otherwise liable for contamination of the Property, provided that the Transferee before or at the closing for the Property agrees in writing with the Department that the Transferee will be subject to the Buyer’s Obligations in this Agreement.

• Seller’s production work, shipments, deliveries and performance are at all times subject to the approval of Seller and Buyer’s timely performance of Buyer’s Obligations.

More Definitions of Buyer’s Obligations

Buyer’s Obligations shall have the meaning given to such term in Section 10.3 hereof.

Buyer’s Obligations is defined in Section 11.01.

Buyer’s Obligations has the meaning set forth in Section 7.18(a).

Buyer’s Obligations means all representations, warranties, covenants and agreements of I-FLOW and I-FLOWSUB contained herein or in any exhibit, schedule, document, certificate or other instrument delivered by or on behalf of any party pursuant to this Agreement;

Buyer’s Obligations has the meaning given in Section 7.02.

Buyer’s Obligations means, with the sole exception of the Transfer Act Work and Additional Seller Obligations to be performed by Seller as further described and limited under the terms of this Agreement, the obligation of Buyer to promptly and fully address and comply with, at its sole cost and expense any and all Environmental Conditions, requirements, obligations, restrictions, prohibitions, directives or other actions or omissions related to or arising under any and all Environmental Laws, including but not limited to any and all Environmental Conditions and other circumstances that originated, arose or were exacerbated on or after Closing, and to otherwise fully and timely comply with any and all of the obligations of Buyer under this Section 3, and to fully indemnify, release and hold harmless Seller as provided for under the provisions of this Agreement (including but not limited to promptly and fully reimbursing Seller for any and all costs of compelling Buyer’s timely performance and forbearance under this Section 3. For purposes of clarification and not limitation, there shall be a presumption (rebuttable by Buyer based upon its burden of proof under a preponderance of the evidence standard, taking into account any information or documentation provided by Seller) that Buyer’s Obligations include the following: (i) any Environmental Condition or circumstance not reasonably indicated in the documents listed on Schedule 3.1; (ii) any Environmental Condition or circumstance not documented by or for Buyer prior to Closing; or (iii) any exacerbation of any Environmental Condition or circumstance reasonably indicated in the documents listed on Schedule 3.1 or documented by or for Buyer prior to Closing. “Buyer’s Obligations” shall also include any increase in costs and any additional obligations of any nature and to any extent whatsoever to the extent related to or arising from any and all of Buyer’s failure to fully comply with the provisions of this Section 3 or Buyer’s failure to fully satisfy its obligations and forebearance in relation to the Seller’s performance of any or all of the Transfer Act Work, Additional Seller’s Obligations, and Seller’s right to address same as described or limited by the terms of this Agreement. “Buyer’s Obligations” shall also include Buyer’s obligation to: (x) prior to binding coverage, promptly provide draft environmental insurance coverage indications and policy specimens (including all endorsements), subject to Seller’s reasonable revi...

Buyer’s Obligations shall also include Buyer’s obligation to: (x) prior to binding coverage, promptly provide draft environmental insurance coverage indications and policy specimens (including all endorsements), subject to Seller’s reasonable review and approval, for an environmental insurance policy with coverages for cleanup of unknown conditions, bodily injury and property damage, with a minimum term of five (5) years, policy limits of at least $5 million, and a deductible / self-insured retention of no more than $250,000 in the aggregate for all related claims, with Seller identified as an additional insured for the duration of the entire term and for all coverages and policy limits (the “Environmental Insurance Policy”); and (xi) secure and pay all premiums (within 60 calendar days of Closing), and maintain throughout its term, at Buyer’s sole cost and expense, the Environmental Insurance Policy. Buyer acknowledges and agrees that Seller may make claims against the environmental insurance policy regardless of whether its contractual obligations with Buyer exist or have terminated, provided that Seller (regardless of whether Seller has fully completed all Additional Seller’s Obligations) shall be responsible for the payment of any deductible or self-insured retention in the event Seller is the sole claimant for such claim and a Transfer Act Work Completion has occurred.