Seller and Principals Sample Clauses

Seller and Principals. Seller" as used throughout this Agreement --------------------- means an individual seller or, if there is more than one seller, all of the Sellers taken collectively or any one or more of the Sellers individually. "Seller" as used herein also means each and every principal
Sample 1
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Seller and Principals agree to indemnify Buyer and hold Buyer harmless from any material loss, damage, expense, liability, or claim, including without limitation, attorney's fees and expenses of litigation, to which Buyer may become subject arising out of: (a) any material misstatement of the Seller or Principals as warranted in Article 7; (b) any material failure of Seller or Principals to perform any of its covenants, Agreements or undertakings contained in this Agreement or in any other Agreement executed in connection with the transactions contemplated herein; or (c) any other action or inaction of Seller, Principals, or their designees, which action or inaction is not a result of any fault on the part of Buyer. Seller and Principals further agree to indemnify Buyer and hold Buyer harmless from any material loss, damage, expense, liability, or claim (whether known or unknown, whether asserted or un-asserted, whether absolute or contingent), including without limitation, attorney's fees and expenses of litigation, for any claim arising or occurring prior to the Closing Date for which Buyer may be liable because of its purchase of Seller's assets. Buyer shall notify Seller and Principals within ten (10) days of receipt of any written demand or the commencement of any suit for any loss, damage, expense, liability, or claim for which Buyer seeks indemnification from Seller or Principals. Seller and Principals shall have the right to defend any such demand or suit.
Sample 1
Seller and Principals. Seller" as used throughout this Agreement --------------------- means an entity or individual seller or, if there is more than one seller, all of the Sellers taken collectively or any one or more of the Sellers individually. "Seller" as used herein also means each and every principal of Seller, whether or not separately referenced. "Principal" as used herein means a shareholder owning 10% or more of a corporation or one who owns or has the beneficial interest in 10% or more of any entity, including family or other trusts, or one who is an officer, director, partner, member, or trustee of any entity. If there is more than one Seller, any provision which requires consent of Seller shall be construed so as to require only the consent of that Seller, or those Sellers, with an interest in the subject matter requiring consent. Such provision is not intended to confer any additional benefit or power on any Seller which does not have an interest in the subject matter or which is not the owner of the property/operation/stock for which consent is required. If there is more than one Seller, Principal or Guarantor, the liability of each, at all times, shall be joint and several.
Sample 1

Related to Seller and Principals

  • Seller and Buyer May Affirm or Terminate Without limiting any other right or remedy of the parties including those under this contract or any right at law or in equity, if the Seller or Buyer, as the case may be, fails to comply with an Essential Term, or makes a fundamental breach of an intermediate term, the Seller (in the case of the Buyer’s default) or the Buyer (in the case of the Seller’s default) may affirm or terminate this contract.

  • Covenants of Seller and Buyer Seller and Buyer each covenant with the other as follows:

  • Covenants of Buyer and Seller Buyer and Seller agree that:

  • THE SELLER AND THE MASTER SERVICER Section 6.01 Liability of the Seller and the Master Servicer............... Section 6.02 Merger or Consolidation of the Seller or the Master Servicer.....................................................

  • Seller For each Mortgage Loan, the seller of such Mortgage Loan pursuant to the Mortgage Loan Purchase Agreement.

  • Landlord and Storage Agreements Upon request, provide Agent with copies of all existing agreements, and promptly after execution thereof provide Agent with copies of all future agreements, between an Obligor and any landlord, warehouseman, processor, shipper, bailee or other Person that owns any premises at which any Collateral may be kept or that otherwise may possess or handle any Collateral.

  • Cash and Property Such consideration shall:

  • SELLERS 20 The member states initially anticipate that they will provide a monetary allowance to sellers 21 under Model 2 based on the following:

  • Disputes between the Contracting Parties 1. Any dispute between the Contracting Parties concerning the interpretation or application of this Agreement shall, as far as possible, be settled through negotiation.

  • Representations, Warranties and Covenants of the Mortgage Loan Seller and the Purchaser (a) The Mortgage Loan Seller hereby makes, as of the date hereof (and, in connection with any replacement of a Defective Loan (as defined in Section 4(f) hereof) with one or more Qualified Substitute Mortgage Loans (also as defined in Section 4(f) hereof), pursuant to Section 5(a) hereof, as of the related date of substitution), to and for the benefit of the Purchaser, each of the representations and warranties set forth in Exhibit B-1. The Purchaser hereby makes, as of the date hereof, to and for the benefit of the Mortgage Loan Seller, each of the representations and warranties set forth in Exhibit B-2.

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