Seller Supply Agreement definition

Seller Supply Agreement means an agreement between the relevant Sellers, on the one hand, and the Purchaser and/or any Designated Purchasers, on the other hand, governing the supply by the relevant Sellers to the Purchaser and/or any Designated Purchasers of certain products and services.

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Seller Supply Agreement means the agreement between Seller and the Project Company identified on Appendix II, pursuant to which the Project Company has agreed to sell, and the Seller has agreed to purchase, among other things, the Product from the Project.

Seller Supply Agreement means the Supply Agreement entered into on the Effective Date between Seller and Buyer concerning the supply of the Product.

Examples of Seller Supply Agreement in a sentence

Seller shall pay or cause to be paid all taxes imposed by any Governmental Authority (“Governmental Charges”) on or with respect to the Product, by reason of the execution, delivery, performance or enforcement of this Agreement or by reason of transactions contemplated by this Agreement[, or with respect to the Seller Supply Agreement and the transactions contemplated thereunder,] but not with respect to Buyer’s use of the Product after delivery by Seller, including any resales or transfers of the Product.
Seller shall, or shall cause the Project Company to, at all times retain operational control of the Project and be responsible for operation and maintenance of the Project (other than assignments or transfers permitted under the terms of the Seller Supply Agreement and to the extent such assignment or transfer will not result, or is not reasonably expected to result, in the Project being unable to deliver the full amount of Product as required under this Agreement).
Seller shall pay or cause to be paid all taxes imposed by any Governmental Authority (“Governmental Charges”) on or with respect to the Product, by reason of the execution, delivery, performance or enforcement of this Agreement or by reason of transactions contemplated by this Agreement, or with respect to the Seller Supply Agreement and the transactions contemplated thereunder, but not with respect to Buyer’s use of the Product after delivery by Seller, including any resales or transfers of the Product.
Project name: Project Site name: Technology type: Project physical address: Project elevation: ___ feet above sea level Project latitude: ___ (decimal form) Project longitude: ___ (decimal form) [Project Company: _____________________] [Seller Supply Agreement: _________________] PROJECT LOCATION1 ___ BTM (Behind the Meter) ___ FTM* (Front of Meter) *If FTM is selected, the Project is a “Front of the Meter Project” and provisions related to “Behind the Meter Project” shall not apply or be effective.
To the extent Seller does not have such rights under the Seller Supply Agreement, then it shall, upon Buyer’s reasonable request use its best efforts to obtain such information or to request or cause the Project Company or Project’s Scheduling Coordinator to provide such information or take such actions to enable Seller to comply with the covenants expressly made subject to this Section 14.4.
Project name: Project Site name: Technology type: Project physical address: Project elevation: ___ feet above sea level Project latitude: ___ (decimal form) Project longitude: ___ (decimal form) [Project Company: _____________________] [Seller Supply Agreement: _________________] PROJECT LOCATION6 ___ BTM (Behind the Meter) ___ FTM* (Front of Meter) *If FTM is selected, the Project is a “Front of the Meter Project” and provisions related to “Behind the Meter Project” shall not apply or be effective.
Except for the Excluded Assets, or with respect to goods or services that will be provided by Sellers or their Affiliates following Closing pursuant to the Transition Services Agreement, the Concentrate Manufacturing Agreement, the Filtration Manufacturing Agreement the Seller Supply Agreement and the Buyer Supply Agreement, the Purchased Assets consists of all of the assets that are used and necessary to operate the Business as presently conducted.
Following Closing, ▇▇▇▇ shall use best efforts to cause the Person(s) controlling the retail locations listed in Exhibit G to promptly enter into supply agreements with Buyer, substantially in the form of the Seller Supply Agreement.
Project name: Project Site name: Technology type: Project physical address: Project elevation: ___ feet above sea level Project latitude: ___ (decimal form) Project longitude: ___ (decimal form) [Project Company: _____________________] [Seller Supply Agreement: _________________] PROJECT LOCATION5 ___ BTM (Behind the Meter) ___ FTM* (Front of Meter) *If FTM is selected, the Project is a “Front of the Meter Project” and provisions related to “Behind the Meter Project” shall not apply or be effective.
To the extent Seller does not have such rights under the Seller Supply Agreement, then it shall, upon Buyer’s reasonable request use its best efforts to obtain such information or to request or cause the Project Company or Project’s Scheduling Coordinator to provide such information or take such actions to enable Seller to comply with the covenants expressly made subject to this Section Fourteen.4.

More Definitions of Seller Supply Agreement

Seller Supply Agreement means the supply agreement between Seller and Buyer, in the form attached hereto as Exhibit E-1.

Seller Supply Agreement means the agreement between Seller and the project company that owns and operates the Unit identified in Exhibit B under which Seller purchased product being sold pursuant to this Agreement.

Seller Supply Agreement means that certain Supply Agreement in the form attached as Exhibit B hereto. Asset Purchase Agreement - Retigabine

Seller Supply Agreement has the meaning set forth in Section 6.20.

Seller Supply Agreement has the meaning set forth in Section 3.2(a)(vi).

Seller Supply Agreement means that certain Seller Supply Agreement, to be entered into and dated as of the Closing Date, by and between Seller and Purchaser (or its designee(s)), in the form of Exhibit C. "Software" means all computer software (in object code or source code format), data and databases, and related documentation and materials. "Straddle Period" means any taxable period beginning on or prior to the Closing Date and ending after the Closing Date. "Subsidiary" means, with respect to any Person, any corporation, partnership, limited liability company, branch or other entity whether incorporated or unincorporated, of which (a) such first Person directly or indirectly owns or controls at least a majority of the securities or other interests having by their terms ordinary voting power to elect a majority of the board of directors or others performing similar functions or (b) such first Person is a general partner or managing member. For the avoidance of doubt, from and after the Closing, no Transferred Entity will be deemed to be a Subsidiary of Seller or any of its Affiliates. "Supply Agreements" means that certain Purchaser Supply Agreement and that certain Seller Supply Agreement. "Target Working Capital" means $112,866,000. "Tax" means any U.S. federal, state, local, provincial, or non-U.S. tax imposed by a Taxing Authority, including any net income, gross receipts, sales, use, value-added, goods and services, registration, profits, license, withholding, payroll, employment, employer health, excise, premium, property, capital gains, transfer, stamp, environmental, alternative or add-on minimum, ad valorem, occupation, and franchise tax, and any other duty, assessment or governmental charge of any kind whatsoever in the nature of taxes, together with any interest and penalties imposed with respect to such amounts, and any transferee or successor liability in respect of any or all of the above. "Tax Proceeding" means any audit, examination, contest or other Proceeding with or against any Taxing Authority. "Tax Return" means any return, declaration, report, notice, estimate, claim for refund or information return, statement or other documents (including any related or supporting information)