Specified Buyer definition

Specified Buyer means the Offtaker, the U.S. Seller and other Buyers of Eligible Products that have entered, or will, from time to time, enter, into Notice and Consents. No Buyer shall be considered a Specified Buyer for purposes of the Transaction Documents unless the Notice and Consent to which it is a party (a) is valid, binding and enforceable against it in the jurisdiction in which its principal place of business is located and (b) does not contravene or violate in any material respect any law, rule or regulation of such jurisdiction applicable to it.
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Examples of Specified Buyer in a sentence

  • No Sale of such other oil products shall be deemed to be made to Specified Buyers until the Notice and Consent to which the relevant Specified Buyer is a party has been executed or amended to include such other oil products as Eligible Products thereunder.

  • Buyer shall, and shall cause the Specified Buyer Affiliate to, use reasonable best efforts to satisfy the conditions set forth in Section 14 of the R&W Binder that are within its control.

  • Buyer shall have the same obligations under this Agreement in relation to the R&W Binder and the R&W Insurance Policy as it would have had if Buyer (rather than the Specified Buyer Affiliate) were the named insured thereunder.

  • Buyer will not, and will cause the Specified Buyer Affiliate not to, without the prior written consent of Seller and Parent (such consent not to be unreasonably withheld, conditioned or delayed), amend, modify or waive the subrogation waiver, policy limit, retention amount or policy exclusions in the R&W Insurance Policy in a manner that is detrimental to Seller or Parent or would otherwise increase Seller’s indemnification obligations pursuant to Article XII.

  • Prior to the Closing, Seller shall cooperate with Buyer and the Specified Buyer Affiliate, and take such actions as Buyer or the Specified Buyer Affiliate may reasonably request, in order to enable the Specified Buyer Affiliate to obtain the R&W Insurance Policy on the terms set forth in the R&W Binder.

  • The Specified Buyer Representations shall be true and correct in all material respects on and as of the date of this Agreement and on and as of the Closing Date as if made on the Closing Date (except that representations and warranties that by their terms speak specifically as of the date of this Agreement or some other date shall be true and correct in all material respects as of such date).

  • By:_______________________________________ Name: Title: AGREED AND ACKNOWLEDGED: [Specified Buyer] By __________________________ Name: Title: U.S. Bank, National Association, Cayman Islands Branch, on behalf of PF Export Receivables Master Trust By __________________________ Name: Title: Exhibit A-1 to Receivables Purchase Agreement Exhibit A-2 to the Receivables Purchase Agreement FORM OF NOTICE AND CONSENT TO SPECIFIED BUYERS OF ELIGIBLE PRODUCTS SOLD BY PETROBRAS FINANCE LTD.

  • If this Agreement is terminated pursuant to a Specified Buyer Termination or pursuant to Section 8.4 by reason of a Buyer Default Termination, then neither the Selling Parties nor any of their respective Affiliates or representatives shall have any Liability hereunder to the Buyer, and the sole and exclusive remedy of the Seller and any of its Affiliates shall be strictly limited to retention of the Acquired Assets and the Deposit.

  • The Principal Seller, as a result of holding the Specified Buyer Common Stock, shall not be (a) an “investment company” as defined in, or subject to regulation under, the Investment Company Act of 1940, as amended, or (b) a “benefit plan investor” (as such term is defined in Section 3(423) of ERISA), and the Principal Seller represents that the holding and any sale of the Specified Buyer Common Stock will not constitute a prohibited transaction under Code Section 4975 or ERISA Section 406.

  • Upon termination of this Agreement by the Seller as a result of a Buyer Default Termination or a Specified Buyer Termination, the Escrow Agent shall deliver to the Seller the Deposit (together with any interest earned thereon).