Pending Purchase definition
Examples of Pending Purchase in a sentence
Neither Seller nor Buyer shall have any further obligation or liability to the other for any terminated Pending Purchase Orders.
Upon termination or expiration of the Transition Period, (i) Seller will cease all distribution activities relating to the Products, (ii) [***], (iii) Buyer shall pay to Seller the purchase price for any Products that are the subject of a Pending Purchase Order and that have not yet been delivered, and (iv) Seller shall pay to Buyer any Net Distributable Profits through the termination or expiration of the Transition Period.
Except for the Pending Purchase Orders and the Manufacturing Agreement (to the extent applicable to such Pending Purchase Orders), there are no outstanding contracts, leases, instruments, obligations, commitments, understandings and agreements, whether written or oral, to which Seller is a party and to which the Acquired Assets will be subject subsequent to the Closing.
From and after the Closing, Buyer shall pay to Seller an amount equal to Seller’s out-of-pocket costs for the purchase of inventory of seller-labeled Products purchased by Seller pursuant to a Pending Purchase Order.
Each Pending Purchase Order is in full force and effect and is valid and enforceable in accordance with its terms.
Promptly upon receipt of seller-labeled Products delivered pursuant to a Pending Purchase Order, Seller shall provide to Buyer an invoice for the purchase price of such delivered Products plus the associated out-of-pocket costs for cartons and inserts, and Buyer shall pay to Seller the full amount indicated on the invoice within 30 days after receipt thereof.
During the Transition Period, Seller shall use its commercially reasonable efforts to distribute and sell in the Territory the Inventory and any Products delivered to Seller pursuant to the Pending Purchase Orders in the ordinary course of business consistent with past practices, with the same level of effort Seller uses for its own products and customers and in compliance with all Applicable Laws.
The Partnership's Form 14D-9 filed on May 6, 1998 which was amended with a Form 14D-9/A filed on May 19, 1998 (collectively, the "14D-9") disclosed that it had accepted an offer on April 30, 1998 to purchase all of the Partnership's Properties for $33,680,000 (the "Pending Purchase"), subject to, among other things, the negotiation of a definitive purchase and sale agreement.
Aquis and Alert are also entering into an Agreement Pending Purchase Consummation dated August 31, 2001 (the "Management Agreement") pursuant to which Alert will be managing certain activities involving the assets to be acquired by Alert from Aquis, pending receipt of final approval of the transfer of certain FCC licenses from Aquis to Alert, as described in the Purchase Agreement and the Management Agreement.
As requested by [***], Seller will ship inserts and cartons that it has on-hand to [***] for its use in manufacturing the Products that are subject to a Pending Purchase Order.