Subject to Seller definition

Subject to Seller s Confirmation” means, with respect to any Property expressly identified in this Agreement as being sold Subject to Seller’s Confirmation, that after the High Bid Subject to Seller’s Confirmation has been received and acknowledged by Auctioneer, Seller may determine, in Seller's sole and absolute discretion, to (i) accept such bid or (ii) reject such bid.
Subject to Seller s Confirmation” means that, after the conclusion of bidding, Seller may determine, in Seller’s sole and absolute discretion, to (i) accept the high bid acknowledged by Auctioneer or (ii) reject the high bid acknowledged by Auctioneer.
Subject to Seller obtaining the requisite shareholder approval, Seller has taken all necessary and appropriate corporate action with respect to the execution and delivery of any Closing Documents, and no other corporate proceedings on the part of Seller are necessary to authorize this Agreement or to consummate the transactions contemplated hereby and thereby. Subject to Seller obtaining the requisite shareholder approval, this Agreement constitutes valid and binding obligation of Seller, enforceable against Seller in accordance with its terms: (i) except as limited by applicable bankruptcy, insolvency, moratorium, reorganization or other laws affecting creditors' rights and remedies generally, (ii) except as may be required by bulk sales provisions of the applicable state laws and (iii) except as the indemnification provisions contained in this Agreement may be limited by principles of public policy. The execution and delivery of this Agreement by Seller does not, and, as of the Closing, the consummation of the transactions contemplated hereby and thereby will not, conflict with, or result in any violation of or default under (with or without notice or lapse of time, or both), or give rise to a right of termination, cancellation or acceleration of any obligation or loss of any benefit under (any such event, a "Conflict") (i) any provision of the Certificate of Incorporation or Bylaws of Seller or (ii) any material mortgage, indenture, lease, contract or other agreement or material instrument, permit, concession, franchise, license, judgment, order, decree, statute, law, ordinance, rule or regulation applicable to Seller or by which its properties or assets are bound, except where such Conflict would not have a Material Adverse Effect.

Examples of Subject to Seller in a sentence

  • Subject to Seller authorizing Transmission Provider to provide Buyer with electronic access to the Billing Meter, Buyer shall read/obtain data from the Billing Meter at regular intervals, which shall be not less than twenty-seven (27) consecutive days and not more than thirty-three (33) consecutive days (each, a “Billing Period”) except for the initial and final billing periods hereunder which may be shorter to permit the readings to otherwise coincide with calendar months.

  • Subject to Seller obtaining the approval of the Board of Directors of Xxxx-Xxxx Realty Corporation as provided in Section 7.4 above, the execution and delivery of this Agreement and the performance of Seller’s obligations hereunder have been or will be duly authorized by all necessary action on the part of Seller, and this Agreement constitutes the legal, valid and binding obligation of Seller.

  • Subject to Seller obtaining those Third Party Consents and Regulatory Approvals for which it is responsible under the terms hereof, Seller has full corporate power and authority to execute and to deliver this Agreement and all related documents, and to carry out the transactions contemplated herein and therein.

  • We employ appropriate security measures to protect your Personal Information from unauthorized access, alteration, disclosure, or destruction.

  • Subject to Seller obtaining any necessary landlord consents, the assignment of such leases will transfer to Buyer all of Seller's rights under the Real Property Leases.

  • The lot description for any such lot shall clearly designate that the respective lot is being offered for sale Subject to Seller Confirmation.

  • Subject to Seller approval of Buyer’s credit, payment terms are net thirty (30) days from date of Seller’s invoice.

  • Subject to Seller Gaming Laws, no consent, approval, order or authorization of, or registration, declaration, or filing with, any governmental entity is required by or with respect to the execution and delivery of this Agreement by Stockholder and the consummation by Stockholder of the transactions contemplated hereby.

  • Subject to Seller obtaining the requisite shareholder approval, Seller has taken all necessary and appropriate corporate action with respect to the execution and delivery of any Closing Documents, and no other corporate proceedings on the part of Seller are necessary to authorize this Agreement or to consummate the transactions contemplated hereby and thereby.

  • Subject to Seller obtaining the requisite shareholder approval, Seller has the full corporate power and authority to enter into this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby, including the execution and delivery of the general conveyances, bills of sale, assignments and other documents and instruments evidencing the conveyance of the Assets or delivered in accordance with Section 7.2 hereunder (the "Closing Documents").


More Definitions of Subject to Seller

Subject to Seller s Confirmation” means, if announced, posted, or advertised, that after the High Bid Subject to Seller’s Confirmation has been received and acknowledged by Auctioneer, Seller may determine, in Seller's sole and absolute discretion, to (i) accept such bid, (ii) reject such bid, or (iii) negotiate a higher price.
Subject to Seller obtaining the unconditional written consent from all tenants whose consent is required by the terms and conditions of their respective lease agreements with Seller and the compliance by Seller with the requirements of all requisite governmental agencies with regard to such sale, Purchaser hereby consents to the sale of the Chevron Parcel to Chevron. Notwithstanding anything herein to the contrary, so long as Chevron is ready, willing, and able to acquire the Chevron Parcel within one (1) year of the Closing, Purchaser agrees to sell the Chevron Parcel to Chevron, provided that in no event is the Purchaser to bear any portion of the costs of such sale (including but not limited to reasonable attorneys' fees), it being agreed that Purchaser shall in no event incur any costs associated with such sale, and if the Chevron Parcel is sold after Closing, the net proceeds from such sale or if the same are required to be paid to the Mortgagee or any other person an amount equal to the net proceeds shall be paid by Purchaser to Seller within ten (10) days of the closing on the Chevron Parcel. The parties hereto agree that the value of the Chevron Parcel (as between Seller and Purchaser) is the sales price of the Chevron Parcel as shown in the Chevron Agreement, and the Seller agrees to indemnify and save Purchaser harmless from any income tax Purchaser may become obligated for as a result of the sale of the Chevron Parcel from Purchaser to Chevron as a result of the foregoing. If the closing of the Chevron Parcel occurs prior to the Closing, Seller may execute and deliver to Chevron or its assignee or designee a deed to the Chevron Parcel and all such other documents as may reasonably be required to consummate such sale and the net proceeds shall be either retained by Seller or applied to reduce the Existing Mortgage balance. If, however, such sale occurs after the Closing, the Purchaser shall execute and deliver to Chevron or its assignee or designee a deed to the Chevron Parcel and all such other documents as may be reasonably required to consummate such sale, including such documents to further assure Seller's obtaining the net proceeds from such sale of the Chevron Parcel. Should the closing of the Chevron Parcel occur before or after the Closing of this Agreement, Seller will obtain all tenants' consents required by the Chevron Agreement.
Subject to Seller s Confirmation” means, with respect to any Lot expressly identified as being sold Subject to Seller’s Confirmation, that after the High Bid Subject to Seller’s Confirmation has been received and acknowledged by LAG, Seller may determine, in Seller's sole and absolute discretion, to
Subject to Seller s right to adjourn the Closing set forth in this Agreement, each party hereto shall have the one-time right, upon written notice to the other no later than two (2) business days prior to the Scheduled Closing Date, to adjourn the Scheduled Closing Date for up to seven (7) days in the aggregate.

Related to Subject to Seller

  • Right of First Refusal and Co-Sale Agreement means the agreement among the Company, the Purchasers, and certain other stockholders of the Company, dated as of the date of the Initial Closing, in the form of Exhibit G attached to this Agreement.

  • Right of First Refusal means the Company’s right of first refusal described in Section 8.

  • Right of Co-Sale means the right, but not an obligation, of an Investor to participate in a Proposed Key Holder Transfer on the terms and conditions specified in the Proposed Transfer Notice.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Exclusive Right to Sell listing means that if you, the owner of the property, find a buyer for your house, or if another broker finds a buyer, you must pay the agreed commission to the present broker.

  • First Closing has the meaning set forth in Section 2.1(a).

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

  • Right of Repurchase means the Company’s right of repurchase described in Section 7.

  • Put Date has the meaning provided in Section 3.4.

  • Put Closing shall have the meaning set forth in Section 2.3.8.

  • Right of First Offer has the meaning set forth in Section 8.7.

  • Closing Purchase Price shall have the meaning ascribed to such term in Section 2.1(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Consent of the Stockholders means receipt by the Trustee of a certificate from the inspector of elections of the stockholder meeting certifying that the Company’s stockholders of record as of a record date established in accordance with Section 213(a) of the Delaware General Corporation Law, as amended (“DGCL”) (or any successor rule), who hold sixty-five percent (65%) or more of all then outstanding shares of the Common Stock and Class B common stock, par value $0.0001 per share, of the Company voting together as a single class, have voted in favor of such change, amendment or modification. No such amendment will affect any Public Stockholder who has otherwise indicated his election to redeem his shares of Common Stock in connection with a stockholder vote sought to amend this Agreement to modify the substance or timing of the Company’s obligation to redeem 100% of the Common Stock if the Company does not complete its initial Business Combination within the time frame specified in the Company’s amended and restated certificate of incorporation. Except for any liability arising out of the Trustee’s gross negligence, fraud or willful misconduct, the Trustee may rely conclusively on the certification from the inspector or elections referenced above and shall be relieved of all liability to any party for executing the proposed amendment in reliance thereon.

  • Second Closing has the meaning set forth in Section 2.2.

  • Option Closing means the closing of the purchase and sale of the Option Shares pursuant to Section 2.2.

  • Purchaser Designee means each individual then serving on the Board of Directors pursuant to the exercise of the Purchaser’s rights pursuant to Section 4.07(a) and/or Section 4.07(e), together with any designee(s) of the Purchaser who is then standing for election to the Board of Directors pursuant to Sections 4.07(a) and (b) or who is being proposed for election by the Purchaser pursuant to Section 4.07(e).

  • Merger Closing means “Closing,” as that term is defined in the Merger Agreement.

  • Right of First Refusal Agreement means the Right of First Refusal Agreement, dated as of August 4, 2017, among the Partnership, the Operating Partnership and NextEra Energy Resources, LLC.

  • Co-Sale Notice has the meaning set forth in Section 5.3.

  • Purchased Stock means a right to purchase Common Stock granted pursuant to Article IV of the Plan.

  • Micro-purchase means a purchase of supplies or services, the aggregate amount of which does not exceed the micro-purchase threshold. Micro-purchases comprise a subset of a district's small purchases as defined in 2 C.F.R. 200.320.

  • Sale of the Corporation means (i) the sale of all or substantially all of the Corporation's assets to a Person who is not an Affiliate of the Corporation, (ii) the sale or transfer of the outstanding capital stock of the Corporation to one or more Persons who are not Affiliates of the Corporation, or (iii) the merger or consolidation of the Corporation with or into another Person who is not an Affiliate of the Corporation, in each case in clauses (ii) and (iii) above under circumstances in which the holders of a majority in voting power of the outstanding capital stock of the Corporation, immediately prior to such transaction, own less than a majority in voting power of the outstanding capital stock of the Corporation or the surviving or resulting corporation or acquirer, as the case may be, immediately following such transaction. A sale (or multiple related sales) of one or more subsidiaries of the Corporation (whether by way of merger, consolidation, reorganization or sale of all or substantially all assets or securities) which constitutes all or substantially all of the consolidated assets of the Corporation shall be deemed a Sale of the Corporation.

  • Seller Shares means all shares of Common Stock of the Company owned as of the date hereof or hereafter acquired by a Common Holder, as adjusted for any stock splits, stock dividends, combinations, subdivisions, recapitalizations and the like.

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Sale of the Company means the sale of the Company to an Independent Third Party or affiliated group of Independent Third Parties pursuant to which such party or parties acquire (i) capital stock of the Company possessing the voting power to elect a majority of the Company's board of directors (whether by merger, consolidation or sale or transfer of the Company's capital stock) or (ii) all or substantially all of the Company's assets determined on a consolidated basis.

  • Public purchase means a purchase by means of competitive bids of goods, services, or materials by the State or any of its political subdivisions or public agencies on whose behalf the Attorney General may bring an action pursuant to subdivision (c) of Section 16750 of the Business and Professions Code.