Sellers’ Covenants definition

Sellers’ Covenants shall have the meaning ascribed to such term in Section 4.8 hereof.
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Sellers’ Covenants means the Sellers’ obligations under the covenants set forth under Section 8.1 through 8.2;
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Sellers’ Covenants means the covenants, agreements and obligations of the Seller set forth in this Agreement.
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Examples of Sellers’ Covenants in a sentence

  • Without prejudice to the provisions of Clause 9.5 above, in the event the Sellers fail and/or neglect to perform any of the Sellers’ Covenants, this Agreement shall, at the option of the Buyer, stand cancelled and/or rescinded, upon which the Developer shall refund to the Buyer all payments received till that date, with interest @ 12% (twelve percent) per annum, from the date of payment to the date of refund.

  • Without prejudice to the provisions of Clause 9.5 above, in the event the Sellers fail and/or neglect to perform any of the Sellers’ Covenants, this Agreement shall, at the option of the Buyers, stand cancelled and/or rescinded, upon which the Developer shall refund to the Buyers all payments received till that date, with interest @ 12% (twelve percent) per annum, from the date of payment to the date of refund.

  • The remedies which the Parties may have against each other under or in connection with this Agreement, including for Breaches of any of the Sellers’ Representations, the Sellers’ Covenants, the Sellers’ Indemnities or any other indemnities covenants, agreements or undertakings set forth in this Agreement shall solely be governed by this Agreement and shall be the exclusive remedies available to them.

  • Without prejudice to the provisions of Clause 9.5 above, in the event the Sellers fail and/or neglect to perform any of the Sellers’ Covenants, this Agreement shall, at the option of the Buyer, stand cancelled and/or rescinded, upon which Ideal shall refund to the Buyer all payments received till that date, with interest calculated @ 12% (twelve percent) per annum, from the date of payment to the date of refund.

  • Furthermore, the Parties confirm that the limitations to the Sellers’ Guarantees and Sellers’ Covenants as specified in this Section 10 or otherwise in this Agreement shall form an integral part of the Sellers’ Guarantees and the Sellers’ Covenants, and that the Sellers’ Guarantees and the Sellers’ Covenants are only given subject to such provisions and limitations.

  • Each Seller’s aggregate liability for any and all claims of the Purchaser for Breaches of any of the Sellers’ Covenants pursuant to Section 9.1 (other than Shareholders’ Matters) shall not exceed an amount equal to such Seller’s Pro Rata Share in [redacted][Description: Euro amount redacted].

  • The Sellers’ liability for a Breach of a Sellers’ Guarantee (other than a Fundamental Guarantee made by a Seller as individual debtor) or a Tax Warranty and the Sellers’ Covenants pursuant to Sections 9.1, 9.2, 9.4 and 9.5 shall be (i) pro rata as set forth in Exhibit 11.4 (the “Pro Rata Share”) and (ii) a several liability as partial debtors (teilschuldnerische Haftung) in accordance with the Pro Rata Share.

  • The remedies which the Purchaser may have against any of the Sellers under or in connection with this Agreement, including for Breaches of any of the Sellers’ Guarantees or Tax Warranties or Sellers’ Covenants or any other obligation, covenant, agreement, undertaking or claim under or in connection with this Agreement, shall solely be governed by this Agreement and shall be the exclusive remedies available to the Purchaser.

  • Each of the Sellers’ obligations under Sections 9.1 through 9.4 (collectively the “Sellers’ Covenants”) shall lapse (erlöschen) as of Closing; provided, however, that such lapsing of such Sellers’ Covenants shall not affect any Liability of the Sellers for any Breach of such Sellers’ Covenants prior to the Closing.

  • Perhaps the most well documented example of a footbridge vibrating excessively in recent times is the Millennium footbridge in London, which is also among the first bridges to be analysed in relation to the phenomenon of “synchronous lateral excitation”.


More Definitions of Sellers’ Covenants

Sellers’ Covenants means all covenants and agreements required by this Agreement to be performed and complied with by Sellers prior to or on the Closing Date.
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Sellers’ Covenants means the covenants set forth in Section 7.1.
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Sellers’ Covenants means the undertakings of the Sellers as set out in Clauses 8.2 and 8.3.
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Related to Sellers’ Covenants

  • Seller Warranties shall have the meaning ascribed to the term in Clause 7.1.

  • Seller’s Closing Documents as defined in Section 3.2(a).

  • Seller Ancillary Documents means any certificate, agreement, document or other instrument, other than this Agreement, to be executed and delivered by the Seller or any Affiliate of the Seller in connection with the transactions contemplated hereby, including, but not limited to the Transaction Documents.

  • Seller’s Warranties means Seller’s representations and warranties set forth in Section 9.2 and the Closing Documents executed by Seller, as such representations and warranties may be deemed modified or waived by Buyer pursuant to the terms of this Agreement.

  • Buyer Parties has the meaning set forth in the Preamble.

  • Seller Parties has the meaning set forth in the preamble to this Agreement.

  • Seller Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Seller under this Agreement or in connection herewith.

  • Fundamental Representations and Warranties means the representations and warranties contained in Sections 3.1, 3.2, 3.6, 4.1 and 4.

  • Purchaser Warranties shall have the meaning ascribed to the term in Clause 8.1;

  • Representations and Warranties means the representations and warranties mentioned in Clause 4 hereto;

  • Seller Fundamental Representations means the representations and warranties of Seller contained in Section 3.01 (Existence and Power), Section 3.02 (Authorization), Section 3.05 (Group Companies) (other than Section 3.05(e)) and Section 3.21 (Finders’ Fees).

  • Other Sellers shall have the meaning set forth in Section 10.4.

  • Sellers Disclosure Schedule means the disclosure schedule delivered by the Sellers to the Purchaser on the date hereof.

  • Purchaser’s Warranties means the warranties of the Purchaser set out in Clause 6.2 and Schedule 2;

  • Buyer Fundamental Representations means the representations and warranties of Buyer contained in Sections 6.1, 6.2 and 6.7.

  • Ancillary Documents means each agreement, instrument or document attached hereto as an Exhibit, and the other agreements, certificates and instruments to be executed or delivered by any of the Parties hereto in connection with or pursuant to this Agreement.

  • Sellers has the meaning set forth in the preamble.

  • Buyer Ancillary Agreements means all agreements, instruments and documents being or to be executed and delivered by Buyer under this Agreement or in connection herewith.

  • Seller Damages shall have the meaning given to such term in Section 14.3.

  • Seller’s Counsel has the meaning set forth in Section 10.13(a).

  • Seller Entities means the Seller and its affiliates other than the Buyer Entities;

  • Article 55 BRRD means Article 55 of Directive 2014/59/EU establishing a framework for the recovery and resolution of credit institutions and investment firms.

  • Seller Parent has the meaning set forth in the Preamble.

  • Company Fundamental Representations means the representations and warranties set forth in Section 3.1 (Organization; Authority; Enforceability), Section 3.2(a) (Non-contravention), Section 3.3 (Capitalization), Section 3.13 (Brokerage) and Section 3.20 (Affiliate Transactions).

  • Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.

  • Buyer Group has the meaning set forth in Section 15.1.