Seller and Buyer definition

Seller and Buyer acknowledge that the brokerage(s) named bexxx xxe the xxxxuring cause of this transaction.
Seller and Buyer acknowledge that CB Xxxxxxx Xxxxx (Attn: Xxxxx Xxxxx and Xxxx Xxxx) (the “Broker”) has participated as a broker or consultant to Seller in this transaction. Seller shall pay the Broker’s commission from the Closing Escrow pursuant to an agreement between Seller and Broker. In addition, at or prior to Closing, Seller shall pay any and all leasing fees and commissions due and payable in connection with any Lease. Buyer and Seller each represent and warrant to the other that they have dealt with no other brokers, finders or intermediaries of any kind in connection with this transaction. Seller does hereby indemnify and agree to hold Buyer harmless from and against any and all causes, claims, demands, losses, liabilities, fees, commissions, settlements, judgments, damages, expenses and fees (including, without limitation, reasonable attorneys’ fees and court costs) in connection with any claim for commissions, fees, compensation or other charges relating in any way to any Lease and this transaction, or the consummation thereof, which may be made by any person, firm or entity (including Broker ) as the result of any of Seller’s acts or the acts of Seller’s representatives, or as a result of Seller’s breach of its representations to Buyer contained in this Section. Buyer does hereby indemnify and agree to hold Seller harmless from and against any and all causes, claims, demands, losses, liabilities, fees, commissions, settlements, judgments, damages, expenses and fees (including, without limitation, reasonable attorney’s fees and court costs) in connection with any claim for commissions, fees, compensation or other charges relating in any way to this transaction, or the consummation thereof, which may be made by any person, firm, or entity (excluding Broker ) as the result of any of Buyer’s acts or the acts of Buyer’s representatives, or as a result of Buyer’s breach of its representations to Seller contained in this Section. The obligations of Buyer and Seller under this Section 14 shall survive any termination of or Closing under this Agreement. Buyer’s Condition Precedent as to Property Tenancies.
Seller and Buyer agree that: (a) Buyer's and Seller's representations and warranties shall survive as provided in Article VIII, (b) Buyer's and Seller's covenants contained in Article V shall survive in accordance with the terms thereof and (c) the provisions pertaining to Buyer's and Seller's rights of indemnification and the provisions respecting confidentiality shall survive any cancellation or termination of this Agreement pursuant to the provisions hereof (and any such cancellation or termination shall not be deemed to terminate this Agreement in such circumstances insofar as such provisions are concerned).

Examples of Seller and Buyer in a sentence

  • The insured closing fee and the disclosure of sales information form will be split equally between Seller and Buyer.

  • Except as otherwise specifically provided in this Agreement, Seller and Buyer shall each bear its own expense incurred in connection herewith, and neither shall be liable to the other for any of such expenses, whether or not the transaction contemplated hereby is consummated.

  • The insured closing fee, and the disclosure of sales information form will be split equally between Seller and Buyer.

  • The Seller and Buyer irrevocably instruct the said lawyers to be bound by the document registration agreement which is recommended from time to time by the Law Society of Upper Canada.

  • If Seller and Buyer each send a Product Order and neither Party objects to the other Party’s Product Order within two Business Days of receipt, Seller’s Product Order will be deemed accepted and the controlling Product Order, unless Seller’s Product Order was sent more than three Business Days after the Trade Date and Buyer’s Product Order was sent prior to Seller’s Product Order, in which case Buyer’s Product Order will be deemed accepted and the controlling Product Order.

  • Seller and Buyer agree that there is no representation or warranty of any kind that the future intended use of the property by Buyer is or will be lawful except as may be specifically provided for in this Agreement.

  • Time shall in all respects be of the essence hereof provided that the time for doing or completing of any matter provided for herein may be extended or abridged by an agreement in writing signed by Seller and Buyer or by their respective lawyers who may be specifically authorized in that regard.

  • Seller and Buyer shall make good faith efforts to comply with the provisions of all federal, state, and other governmental laws and any applicable order and/or regulations, or any amendments or supplements thereto, which have been, or may at any time be, issued by a governmental agency.

  • Nothing herein shall be construed to make Buyer the joint venturer, partner, agent, servant, franchisee or employee of Seller, and Buyer shall not have the power to bind or obligate Seller.

  • Seller and Buyer acknowledge that the real estate licenses involved in this transaction may be functioning as agents of the Seller, agents of the Buyer, or transaction brokers.


More Definitions of Seller and Buyer

Seller and Buyer acknowledge that the Broker(s) named herein are the procuring cause of this transaction. Instruction to Closing Agent: Seller and buyer direct closing agent to disburse at closing the full amount of the brokerage fees as specified in separate brokerage agreements with the parties and cooperative agreements between the brokers, unless Broker has retained such fees from the escrowed funds. In the absence of such brokerage agreements, closing agent will disburse brokerage fees as indicated below. THIS SPACE INTENTIONALLY LEFT BLANK
Seller and Buyer shall give any notices required by Legal Requirements and take whatever other actions with respect to the plans, programs and policies described in this Section 10.1 as may be necessary to carry out the arrangements described in this Section 10.1.
Seller and Buyer shall allocate these amounts in accordance with Schedule 3(a) on the Closing Date;
Seller and Buyer shall share equally the fees, costs and expenses of the Bond & Pecaxx xxxther or not the transactions contemplated hereby are consummated. Seller and Buyer each represent, warrant, covenant, and agree with each other that the Purchase Price shall be allocated among the classes of Assets for the Station as set forth in the Appraisal Report. Seller and Buyer agree, pursuant to Section 1060 of the Code that the Purchase Price shall be allocated in accordance with this Section 8.3.2, and that all Tax returns and reports shall be filed consistent with such allocation. Notwithstanding any other provision of this Agreement, the provisions of this Section 8.3.2 shall survive the Closing Date without limitation.
Seller and Buyer shall consult with each other before issuing any press release or otherwise making any public statements with respect to this Agreement or the transactions contemplated herein and shall not issue any such press release or make any such public statement without the prior consent of the other party, which shall not be unreasonably withheld; provided, however, that a party may, without the prior written consent of the other party, issue such press release or make such public statement as may be required by Law or any listing agreement with a national securities exchange to which Seller or Buyer is a party if it has used all reasonable efforts to consult with the other party and to obtain such party's consent but has been unable to do so in a timely manner.

Related to Seller and Buyer

  • Selling Parties shall have the meaning specified in the preamble.

  • Seller’s Representatives means Seller’s accountants, employees, counsel, environmental consultants, financial advisors, and other representatives.

  • Sellers has the meaning set forth in the preamble.

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

  • Sellers’ Representative has the meaning set forth in the Preamble.

  • Seller Entities means, collectively, Seller and all Seller Subsidiaries.

  • Buyer Parties means Buyer, its Affiliates, their members, officers, directors, employees, agents, representatives, successors, and assigns.

  • Seller Representatives has the meaning set forth in Section 5.8(a).

  • Buyer has the meaning set forth in the preamble.

  • Seller Representative means Xxxxx Bank.

  • Seller has the meaning set forth in the Preamble.

  • Seller Ancillary Documents means any agreement or other instrument, other than this Agreement, but including the Commercial Agreements, to be executed and delivered by a Seller or an Affiliate thereof in connection with the transactions contemplated hereby.

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

  • Buyer’s Representatives has the meaning set forth in Section 6.02.

  • Selling Party has the meaning set forth in the definition of “Net Sales.”

  • 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.

  • Purchaser Parties means, collectively, the Purchasers and any of their respective former, current or future directors, officers, employees, agents, general or limited partners, managers, members, stockholders, Affiliates or assignees or any former, current or future director, officer, employee, agent, general or limited partner, manager, member, stockholder, Affiliate or assignee of any of the foregoing.

  • Project Buyer means the City’s employee assigned to serve as the contact person for Bidders/Sellers responding to Invitations For Bid or completing contracts herein.

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

  • Settling Parties means, collectively, Plaintiffs, all Settlement Class Members, and Defendants.

  • Buyer Representatives shall have the meaning set forth in Section 6.4(a).

  • Seller Affiliates has the meaning assigned to such term in Section 2.7.1;

  • Purchaser means the organization purchasing the goods.

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

  • Buyer Entities means, collectively, Buyer and all Buyer Subsidiaries.

  • Third Party Buyer means any Person other than (i) the Company or any of its Subsidiaries, (ii) any employee benefit plan of the Company or any of its Subsidiaries, (iii) the Investors or (iv) any Affiliates of any of the foregoing.