Higher and Better Offers Sample Clauses

Higher and Better Offers. Notwithstanding anything herein to the contrary, this Agreement and the rights and obligations of the parties hereunder are subject to offers from third parties for the purchase of all or substantially all of the Assets that are received, accepted and approved as higher and better offers by the Bankruptcy Court or pursuant to procedures established by the Bankruptcy Court. In the event that, at any time prior to Bankruptcy Court Approval, any such offer or offers from third parties are so approved by the Bankruptcy Court, this Agreement shall terminate with the effect set forth in Section 12.2.
Sample 1
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Higher and Better Offers. (a) Noxso acknowledges its obligations not to negotiate or solicit offers under the Letter of Intent. Upon signing this Agreement, Noxso agrees that it will not negotiate terms of any alternative funding or sale of the Facility with any third party or execute any agreement with any third party for the purchase of the Facility. Noxso further agrees that it will not permit any agent or representative of Noxso to do so.
Sample 1
Higher and Better Offers. 5 Improvements.............................................................................................5
Sample 1
Higher and Better Offers. The sale to Purchaser is subject to his offer being the highest and best offer received by the Trustee. The Trustee will conduct, through MYC & Associates, Inc., a virtual auction sale on a date to be determined, with interested parties registering with a deposit of twenty-five percent (25%) of their offer.
Sample 1
Higher and Better Offers. This Agreement shall be subject to the consideration of higher and better offers.
Sample 1

Related to Higher and Better Offers

  • Proceeds of Dispositions; Expenses The Debtor shall pay to the Secured Party on demand any and all expenses, including reasonable attorneys' fees and disbursements, incurred or paid by the Secured Party in protecting, preserving or enforcing the Secured Party's rights and remedies under or in respect of any of the Obligations or any of the Collateral. After deducting all of said expenses, the residue of any proceeds of collection or sale or other disposition of the Collateral shall, to the extent actually received in cash, be applied to the payment of the Obligations in such order or preference as the Secured Party may determine, proper allowance and provision being made for any Obligations not then due. Upon the final payment and satisfaction in full of all of the Obligations and after making any payments required by Sections 9-608(a)(1)(C) or 9-615(a)(3) of the Uniform Commercial Code of the State, any excess shall be returned to the Debtor. In the absence of final payment and satisfaction in full of all of the Obligations, the Debtor shall remain liable for any deficiency.

  • Contributor’s Deliveries At the Closing, Contributor shall deliver the following to Acquirer in addition to all other items required to be delivered to Acquirer by Contributor:

  • Organizational and Offering Services The Advisor shall perform all services related to the organization of the Company or any Offering or private sale of the Company’s securities, other than services that (i) are to be performed by the Dealer Manager, (ii) the Company elects to perform directly or (iii) would require the Advisor to register as a broker-dealer with the SEC or any state.

  • Certificate of Selling Stockholders At Closing Time, the Representatives shall have received a certificate of an Attorney-in-Fact on behalf of each Selling Stockholder, dated as of Closing Time, to the effect that (i) the representations and warranties of each Selling Stockholder contained in Section 1(b) hereof are true and correct in all respects with the same force and effect as though expressly made at and as of Closing Time and (ii) each Selling Stockholder has complied in all material respects with all agreements and all conditions on its part to be performed under this Agreement at or prior to Closing Time.

  • Organizational and Offering Expenses Any and all costs and expenses, including Selling Commissions and the Marketing Support Fee incurred by the Company or any of its Affiliates in connection with the formation, qualification and registration of the Company and the marketing and distribution of Equity Shares in an Offering, including, without limitation, the following: legal, accounting and escrow fees; due diligence expenses; printing, amending, supplementing, mailing and distributing costs; personnel costs associated with processing investor subscriptions and the preparation and dissemination of organizational and offering documents and sales materials; telecopy and telephone costs; charges of transfer agents, registrars, trustees, depositories and experts; and fees, expenses and taxes related to the filing, registration and qualification of the Equity Shares under federal and state laws.

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