Seller’s Guarantee. 9.1 In consideration of the Purchaser entering into this Agreement, the Seller’s Guarantor unconditionally and irrevocably guarantees to the Purchaser as a continuing obligation that the Seller will comply properly and punctually with its obligations under this Agreement and each Transaction Document.
Seller’s Guarantee. 14.1 The Seller’s Guarantor unconditionally and irrevocably:
Seller’s Guarantee. The Seller’s Guarantor hereby covenants to the Buyer in the terms of the Seller’s Guarantee in clause 19 of the Main SPA mutatis mutandis.
Seller’s Guarantee. 13.1.1 In consideration of the Purchaser and each other Relevant Purchaser entering into this Agreement, the Seller Guarantor unconditionally and irrevocably guarantees to the Purchaser (to the extent it is a beneficiary of an obligation of a Relevant Seller) and the other Relevant Purchasers the due and punctual performance and observance by each of the Relevant Sellers of all their obligations, commitments, undertakings, covenants, warranties and indemnities under or pursuant to this Agreement, any Local Transfer Document and the Tax Indemnity (“Sellers’ Guaranteed Obligations”) to the extent of any limit on the liability of the Seller and the other Relevant Sellers under this Agreement, any Local Transfer Document and the Tax Indemnity and agrees to indemnify the Purchaser and the other Relevant Purchasers against all reasonable costs (including legal costs) which the Purchaser or the other Relevant Purchasers may suffer or incur through or arising from the enforcement of this guarantee.
Seller’s Guarantee. (a) In consideration of Buyer agreeing to purchase the Shares and the Associated Contracts on the terms set out in this Agreement, the Guarantor hereby unconditionally and irrevocably guarantees to Buyer the due and punctual performance and observance by the Sellers of all of their obligations, commitments and undertakings under this Agreement.
Seller’s Guarantee. The Products sold by Seller to Buyer are hereby guaranteed as of the date of such shipment or delivery to: (a) not be adulterated or misbranded within the meaning of the Federal Food, Drug and Cosmetic Act (the "Act"), (b) not be an article which cannot be introduced into interstate commence under the Act, and (c) be in compliance with all applicable federal, state and local laws and regulations whether now or hereafter enacted. This Guaranty I is continuing and shall be in full force and effect, and shall be binding upon Seller, with respect to each and every Product shipped or delivered to Buyer.
Seller’s Guarantee. 22.1 For good and valuable consideration, receipt whereof is hereby acknowledged by the Seller's Guarantor, the Seller's Guarantor hereby irrevocably and unconditionally guarantees to the Buyer the due and punctual payment of all moneys and performance of all other obligations expressed to be payable or performed by BTL and/or the Seller under the terms of this and any documents collateral thereto (together, the "Documents" and individually a "Document") and agrees that, if at any time or from time to time any of the moneys expressed to be payable by BTL and/or the Seller under any Document (whether at stated date of payment, on demand or otherwise) are not paid on the due date therefor, or if any of its other obligations are not performed, it will forthwith upon demand therefor made by the Buyer upon it unconditionally pay in the manner required by the relevant Document the moneys the payment of which has not been made as aforesaid provided that demand has been made on the Seller or BTL (as the case may be) and such demand has not been complied with within fourteen days, to the intent that the amounts so payable shall be such amounts as will result in such person or persons receiving the same amounts as would have been received had such payments been duly made by BTL and/or the Seller in accordance with the terms of the relevant Document, or (as appropriate) procure the performance of the other obligations in question.
Seller’s Guarantee. 18 10 Post-Completion matters. . . . . . . . . . . . . . . . . . . . . . . 19 11 Assignment and third party rights. . . . . . . . . . . . . . . . . . 22 12 General. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 13 Choice of law, submission to jurisdiction and service of process . . 26 SCHEDULE 1 The Group. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 Part 1 - The Companies . . . . . . . . . . . . . . . . . . . . . . . . 28 Part 2 - Subsidiaries. . . . . . . . . . . . . . . . . . . . . . . . . 30 Part 3 - The Associated Undertaking. . . . . . . . . . . . . . . . . . 35 2
Seller’s Guarantee. 9.1 If the Sellers or either of them fail to comply with any of the provisions of this Agreement on the due date, then the Seller Guarantor guarantees that it shall (on demand by the Buyer) immediately perform and discharge the obligations of the Sellers under those provisions provided that (notwithstanding any other provision of this clause 9) the Seller Guarantor's liability under this clause 9 shall be no greater than the Sellers' liability under the terms of this Agreement.
Seller’s Guarantee. Seller guarantees that Kitten listed above is a Purebred Bengal with an accurate pedigree and is eligible for registration with The International Cat Association (TICA). It is the Purchaser’s responsibility to have this Kitten examined by a licensed veterinarian within 72 HOURS, dated no later then ( ) to take advantage of Immediate Health Guarantee. Please provide proof of visit. Seller warrants that Kitten is in good and sound health at time ownership of said Xxxxxx is transferred from Seller’s possession to the Purchaser. After 72 hours the Seller cannot be held accountable for future FeLV/FIV/FIP and any other bacterial or viral infectious disease, parasites, or fungus, due to the fact these can be contracted anywhere in the environment after leaving the Seller's home. If Kitten is found not sound of health WITHIN 72 HOURS, purchaser must notify Seller IMEDIATELY and provide documentation from a licensed veterinarian dated accordingly. Purchaser then has the option to return Kitten to the Seller’s temporary care (transportation will be at Purchasers’ expense) for duration of illness and Seller will care for kitten at Seller’s expense until verified kitten is of sound health by a licensed veterinarian of Seller’s choice and upon a clean bill of health, Kitten will then be returned to Purchaser at Purchaser’s expense. If this kitten is found to be medically deficient with an untreatable or life-threatening illness within said 72-hour time frame (documentation will be required by a Licensed Veterinarian), it must be reported to the Seller IMMEDIATELY. When proof is provided from a Licensed Veterinarian to the Seller, the Purchaser will then be afforded the option of a “REPLACEMENT KITTEN”, that is a future kitten of equal value at the Seller's first opportunity or as soon as nature permits, (hopefully within 6 months). *Please see below footnote on page 3. This Kitten is guaranteed against congenital defects up to the age of TWO YEARS. Should a life-threatening congenital defect appear within the first 2 years, licensed Veterinarian must document it. Upon supplying the Seller with this documentation and the return of said kitten, Seller will replace the kitten with another of equal value at the Seller's first opportunity or as nature permits, hopefully within 6 months. Purchaser understands that at no time for any reason will there be a monetary refund of any of the purchase price. *Please see below foot note on page 3. Seller had Kitten microchipped and ...
