Sale Purchase Clause Samples
The SALE/PURCHASE clause defines the fundamental agreement between parties for the transfer of ownership of goods or property from the seller to the buyer. It typically outlines what is being sold, the purchase price, and any conditions or terms related to the transaction, such as delivery timelines or payment methods. This clause serves to clearly establish the mutual obligations of both parties, ensuring that the terms of the sale are understood and enforceable, thereby reducing the risk of disputes over the transaction.
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Sale Purchase. For the Purchase Price and subject to the terms and conditions hereof, Seller agrees to sell and convey to Purchaser, and Purchaser agrees to purchase and take from Seller, all of Seller’s right, title and interest in and to the Property.
Sale Purchase. (A) Consummation of Sale and Purchase The sale and purchase of Eligible Loans pursuant to the Purchase Agreement to be dated as of the Closing Date shall be consummated upon (i) Funding’s receipt from SLM ECFC of the related ▇▇▇▇ of Sale, (ii) the payment by Funding to SLM ECFC of the Initial Payment and (iii) the assignment to SLM ECFC of the Excess Distribution Certificate. Upon consummation, such sale and purchase shall be effective as of the date of the ▇▇▇▇ of Sale. SLM ECFC and Funding shall use their best efforts to perform promptly their respective obligations pursuant to such Purchase Agreement with respect to each Loan.
(B) Settlement of the Initial Payment On the Closing Date, Funding shall pay to SLM ECFC the Initial Payment by wire transfer of immediately available funds to the account specified by SLM ECFC.
(C) Interest Subsidy and Special Allowance Payments and Rebate Fees SLM ECFC shall be entitled to all Interest Subsidy Payments and Special Allowance Payments on the Loans up to but not including the related Payment Cutoff Date, and shall be responsible for the payment of rebate fees, if any, applicable to Purchased Loans accruing up to but not including the related Payment Cutoff Date. The Interim Eligible Lender Trustee on behalf of Funding shall be entitled to all Special Allowance Payments and Interest Subsidy Payments on the Purchased Loans accruing from, and including, the related Payment Cutoff Date, and shall be responsible for the payment of any rebate fees applicable to Purchased Loans accruing from, and including, the Payment Cutoff Date.
Sale Purchase. (A) Consummation of Sale and Purchase The sale and purchase of Eligible Loans pursuant to the Sale Agreement to be dated as of the Closing Date shall be consummated upon (i) the Purchaser’s receipt from the Seller and the Interim Eligible Lender Trustee for the benefit of the Seller of the related ▇▇▇▇ of Sale, (ii) the payment by the Purchaser to the Seller of the Initial Payment and (iii) the issuance to the Seller of the Excess Distribution Certificate. Upon consummation, such sale and purchase shall be effective as of the date of the ▇▇▇▇ of Sale. The Seller and the Purchaser shall use their best efforts to perform promptly their respective obligations pursuant to the Sale Agreement with respect to each Loan.
(B) Settlement of the Initial Payment On the Closing Date, the Purchaser shall pay the Seller the Initial Payment by wire transfer in immediately available funds to the account specified by the Seller.
Sale Purchase. (A) Consummation of Sale and Purchase The sale and purchase of Eligible Loans pursuant to a Purchase Agreement shall be consummated upon Funding's receipt from ▇▇▇▇▇▇ Mae of the ▇▇▇▇ of Sale and the payment by Funding to ▇▇▇▇▇▇ Mae of the Initial Payment and the assignment to ▇▇▇▇▇▇ ▇▇▇ of the Excess Distribution Certificate, and when consummated such sale and purchase shall be effective as of the date of the ▇▇▇▇ of Sale. ▇▇▇▇▇▇ ▇▇▇ and Funding shall use their best efforts to perform promptly their respective obligations pursuant to such Purchase Agreement.
(B) Settlement of the Initial Payment Funding on the date of the ▇▇▇▇ of Sale shall pay ▇▇▇▇▇▇ ▇▇▇ the Initial Payment by wire transfer of immediately available funds to the account specified by ▇▇▇▇▇▇ Mae.
Sale Purchase. In consideration of the mutual covenants and agreements hereinafter set forth, each Seller agrees to sell and convey to Buyer, and Buyer agrees to purchase from Sellers, all of such Seller's right, title and interest in and to (a) those certain plots, pieces or parcels of land located in the Village of Rye Brook, Towns of Rye and H▇▇▇▇▇▇▇, County of Westchester and State of New York and partly in the Town of Greenwich, County of Fairfield and State of Connecticut, more particularly described on Exhibits "A-1" through "A-3" annexed hereto and made a part hereof (collectively, the "Land"); (b) all easements, rights of way, privileges, permits, governmental grants of authority, appurtenances and other rights pertaining thereto; (c) all buildings and improvements thereon (collectively, the "Buildings"), and all fixtures, machinery, personal property and equipment used in connection therewith which are owned by such Seller and currently located on the Land or in the Buildings, except trade fixtures and property owned by space or other tenants, if any; and (d) all right, title and interest, if any, of such Seller in and to any land lying in the bed of any street, road or avenue opened or proposed, public or private, in front of or adjoining the Land to the center line thereof (the Land, the Buildings and other rights, improvements and property heretofore mentioned being hereinafter collectively referred to as the "Property")(the portion of the Property on the Land described on Exhibit "A-1" is hereinafter referred to as "Phase 1", the portion of the Property on the Land described on Exhibit "A-2" is hereinafter referred to as "Phase 2", the portion of the Property on the Land described on Exhibit "A-3" is hereinafter referred to as "Phase 3") .
Sale Purchase. (A) Consummation of Sale and Purchase The sale and purchase of Eligible Loans pursuant to a Sale Agreement shall be consummated upon Purchaser's receipt from the Seller and the Interim Eligible Lender Trustee for the benefit of the Seller of the ▇▇▇▇ of Sale and the payment by Purchaser to Seller of the Initial Payment and the issuance to the Seller of the Excess Distribution Certificate, and when consummated such sale and purchase shall be effective as of the date of the ▇▇▇▇ of Sale. Seller and Purchaser shall use their best efforts to perform promptly their respective obligations pursuant to such Sale Agreement.
(B) Settlement of the Initial Payment Purchaser on the date of the ▇▇▇▇ of Sale shall pay Seller the Initial Payment by wire transfer in immediately available funds to the account specified by Seller.
Sale Purchase. Subject to the Confirmations referenced in Section 6.2 and the other terms and conditions herein, during the Term, Producer shall sell and make available for Delivery to Gavilon, and Gavilon shall purchase and take Delivery of, one hundred percent (100%) of the Product produced at the Plant. All Product produced at the Plant shall be subject to the terms of this Agreement. Producer hereby represents and warrants that, as of the Commencement Date, it shall have no obligation or commitment to any third party with respect to the delivery or sale of Product, and that any and all such obligations and commitments that existed prior to the Commencement Date shall have been terminated or otherwise fulfilled without liability to any Party as of the Commencement Date.
Sale Purchase. Subject to the terms and conditions set forth in this Agreement, Seller agrees to sell and convey to Purchaser, and Purchaser agrees to purchase and acquire from Seller, the following:
Sale Purchase. Seller shall sell and convey to Purchaser, and Purchaser shall purchase from Seller, the following: (a) approximately 38.084 acres of land, located in the City of El Paso, El Paso County, Texas, as more particularly described by metes and bounds on Exhibit “A”, and approximately 1.140 acres of land, located in the City of El Paso, El Paso County, Texas, as more particularly described by metes and bounds on Exhibit “A-1” appended hereto, together with all tenements, hereditaments, appurtenances pertaining thereto (collectively, the “Land”); (b) all buildings, structures, and improvements located on the Land, including, without limitation, the shopping center known as Sunland Towne Centre, and all of Seller’s right, title and interest in and to any and all fixtures attached thereto (collectively, the “Improvements”); (c) all equipment, machinery, apparata, appliances, and other articles of personal property owned by Seller, located on the Land, and used in connection with the operation of the Improvements (collectively, the “Personal Property”), and (d) all Approved Contracts (hereinafter defined); Leases (hereinafter defined), together with all current rents and additional rents and all appurtenant deposits, holdbacks or escrows (excluding, however, the Reserves, Tax and Insurance Escrow Fund and the Excess Account Proceeds hereinafter described); permits, approvals and licenses issued by any governmental authorities pertaining to the ownership, operation, use or maintenance of the Land and Improvements; books; records; the name “Sunland Towne Centre” and any logos, marks, fictitious business names and telephone numbers; manuals; warranties relating to the construction, maintenance, repair or replacement of the Improvements or Personal Property or any portion thereof; land, title or boundary surveys; architectural and engineering plans, specifications and drawings; soil studies; and hazardous waste reports and studies which Seller now owns, possesses or otherwise has available to it pertaining to the Land, the Improvements, the Personal Property and the construction, maintenance and operation thereof. The Land, the Improvements and the Personal Property are hereinafter collectively referred to as the “Property”.
1.1 As Is Condition; Disclaimer. PURCHASER ACKNOWLEDGES AND AGREES THAT THE SALE OF THE PROPERTY AS PROVIDED FOR HEREIN IS MADE ON “AS IS”, “WHERE IS” CONDITION AND BASIS “WITH ALL FAULTS” AS OF THE CLOSING DATE, EXCEPT AS PROVIDED IN SECTION 9.1(l)...
Sale Purchase. 2.1 Seller shall sell and SAVVIS shall purchase with effect from the Effective Date the Assets subject in all cases to the Liabilities, which are the following:
2.1.1 the computer equipment listed in Schedule 1, including but not limited to the Ascend Cascade Switch 9000s and the Baynet Routers;
2.1.2 the full benefit of all agreements between Seller and any other person, firm or corporation (other than SAVVIS) to which Seller is entitled in connection with the operations of the IP Network which are in force at the Effective Date including, without limitation, the contracts listed in Schedule 2 as well as any maintenance, support, supply or licensing agreements, if any, relating to the Software;
2.1.3 the right of SAVVIS to represent itself as operating the IP Network in succession to Seller;
2.1.4 all technical and contractual information relating to the IP Network;