Each Purchaser definition

Each Purchaser has all requisite power, authority and legal right to execute, deliver, enter into, consummate and perform this Purchase Agreement and each Other Transaction Document to which it is a party. The execution, delivery and performance of this Purchase Agreement and each Other Transaction Document (to the extent to which it is a party thereto) by each Purchaser have been duly authorized by all required corporate actions. Each Purchaser has duly executed and delivered this Purchase Agreement and each Other Transaction Document to which it is a party, and this Purchase Agreement and each Other Transaction Document (to the extent to which it is a party thereto) constitutes the legal, valid and binding obligation of each Purchaser enforceable against each such Purchaser in accordance with its terms, subject to bankruptcy, insolvency, reorganization, moratorium and other similar laws relating to the rights of creditors generally.

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Each Purchaser has adequate means of satisfying its short term needs for cash and has no present need for liquidity which would require it to sell its Brand Shares or any interest therein.

Each Purchaser has taken responsibility for evaluating the adequacy of the Additional Financial Information. Each Purchaser is familiar with the uncertainties inherent in attempting to make such forecasts, projections and opinions and has taken such uncertainties into account in its evaluation of the Additional Financial Information. Each Purchaser expressly acknowledges and agrees that it is not relying on Sellers with respect to any matter in connection with its investigation or evaluation of the Businesses or the assets, including, but not limited to, any Additional Financial Information provided by Sellers with respect to the Businesses, except for the representations of Seller set forth in Section 5 of this Agreement.

Examples of Each Purchaser in a sentence

• Each Purchaser has been represented by its own separate legal counsel in its review and negotiation of the Transaction Documents.

• Each Purchaser shall be entitled to independently protect and enforce its rights including, without limitation, the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any Proceeding for such purpose.

• Each Purchaser has been represented by its own separate legal counsel in their review and negotiation of the Transaction Documents.

• Each Purchaser shall be entitled to independently protect and enforce its rights including, without limitation, the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any proceeding for such purpose.

• Each Purchaser shall be entitled to independently protect and enforce its rights, including, without limitation, the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any proceeding for such purpose.

• Each Purchaser shall be entitled to independently protect and enforce its rights, including without limitation the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any proceeding for such purpose.

• Each Purchaser shall be entitled to independently protect and enforce its rights, including without limitation, the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any proceeding for such purpose.

• Each Purchaser understands that the Notes have not been registered under the Securities Act and may be resold only if registered pursuant to the provisions of the Securities Act or if an exemption from registration is available, except under circumstances where neither such registration nor such an exemption is required by law, and that the Company is not required to register the Notes.

• Each Purchaser shall be entitled to independently protect and enforce its rights, including, without limitation, the rights arising out of this Agreement or out of the other Transaction Documents, and it shall not be necessary for any other Purchaser to be joined as an additional party in any Proceeding for such purpose.

• Each Purchaser shall comply with all Laws applicable to it insofar as such compliance is material to its performance of its obligations hereunder.

More Definitions of Each Purchaser

Each Purchaser has adequate net worth and means to provide for its current needs and contingencies and the financial capacity to sustain a complete loss of its investment in Transcend.