Examples of UK Asset Purchase Agreement in a sentence
Parent and Seller acknowledge and agree that the Purchaser Releasing Parties’ damages for any breach of the foregoing sentence will be equal in amount to the damages arising out of any claim that Parent or Seller makes under Section 8.3 of the Purchase Agreement, the UK Asset Purchase Agreement or the French Asset Purchase Agreement that constitutes a breach of the foregoing sentence.
Purchaser acknowledges and agrees that the Seller Releasing Parties’ damages for any breach of the foregoing sentence will be equal in amount to the damages arising out of any claim that Purchaser makes under Section 8.2 of the Purchase Agreement, the UK Asset Purchase Agreement or the French Asset Purchase Agreement that constitutes a breach of the foregoing sentence.
Pursuant to the UK Asset Purchase Agreement and on the terms and subject to the conditions contained therein, Kraft Jacoxx xxxll sell, and Buyer or an Affiliate of Buyer shall buy, the UK Assets, and Buyer or an Affiliate of Buyer shall assume the UK Assumed Liabilities.
At the Closing, Buyer shall, and Kraft shall cause Kraft Jacoxx xx, execute and deliver a form of Asset Purchase Agreement substantially in the form attached hereto as Exhibit G (the "UK Asset Purchase Agreement").
Except as otherwise expressly provided in Sections 5(a), 8(f)(iii), 8(f)(vii), 10 and 23, Buyer and Sellers acknowledge and agree that, from and after the Closing, their sole and exclusive remedy with respect to any and all claims relating to the subject matter of this Agreement, the Stock Purchase and the UK Asset Purchase Agreement shall be pursuant to the indemnification provisions set forth in this Section 11.
If and whenever U.K. Seller defaults for any reason whatsoever in the performance of any obligation or liability undertaken by it in accordance with the U.K. Asset Purchase Agreement, the Seller shall perform (or procure performance of) and satisfy (or procure the satisfaction of) the obligation or liability in regard to which such default has been made in the manner prescribed by this Agreement.
The guarantee is to be a continuing security to the Seller for all obligations, commitments, warranties, undertakings, indemnities and covenants on the part of the U.K. Buyer under or pursuant to the U.K. Asset Purchase Agreement notwithstanding any settlement of account or other matter or thing whatsoever.
Any representations, warranties and indemnities contained in the U.K. Asset Purchase Agreement and the German Asset Purchase Agreement shall be deemed comprised within and subject to this Article 7 and Article 8 hereunder, shall not modify or increase the Buyer Group's or the Seller Group's aggregate obligations hereunder for breach of representation or warranty and shall in no event give rise to a double- recovery.
The Pilgrim Area Collaborative expects students, parents/guardians, and others who witness or become aware of an instance of bullying or retaliation involving a student to report it to the program coordinator/director or designee.
The Purchaser, the US Purchaser and the UK Purchaser may use money in the Escrow Account to settle claims by the Purchaser and/or the US Purchaser and/or the UK Purchaser under or pursuant to Clause 6 of this Agreement, under or pursuant to the Asset Purchase Agreement or under or pursuant to the UK Asset Purchase Agreement or under the Tax Deed.