BUYER OBLIGATION Sample Clauses

BUYER OBLIGATION. 58 8.11. OBLIGATIONS UNDER FINANCIAL ACCOMMODATIONS......................... 59 8.12.
Sample 1
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BUYER OBLIGATION. Buyer shall not, and shall not permit Company or any Subsidiary or any successor thereof to, for a period of 3 years, disclose to any Person other than Seller or its subsidiaries (other than Company and Subsidiaries), in any manner, directly or indirectly, any Information pertaining to the businesses of Seller or its subsidiaries, which is licensed or owned in whole or in part by Seller or any of its subsidiaries or which has been created or developed for, used in or necessary for the conduct of such businesses.
Sample 1
BUYER OBLIGATION. Buyer shall be obligated to demonstrate to the Bankruptcy Court "adequate assurance of future performance" (within the meaning of section 365(f)(2) of the Bankruptcy Code) by Buyer as a condition to the assignment to and the assumption by Buyer of the Real Property Leases and Other Contracts and Leases.
Sample 1
BUYER OBLIGATION. Notwithstanding anything to the contrary contained herein, the Selling Parties hereby acknowledge and agree that (i) in no event shall anything in this Section 1.6 or any other provisions of this Agreement create or confer on Buyer or its Affiliates any, and Buyer and its Affiliates shall have absolutely no, obligation or duty, under contract, Law or otherwise, to the Selling Parties with respect to this Section 1.6 or otherwise, to operate itself or the Company after the Closing in any manner other than as Buyer (acting in its sole discretion) may determine, and (ii), Buyer shall have absolute sole discretion with respect to all matters related to itself and the operation of the Company (including the right to own, operate, use, license, develop, price or commercialize the products and services of the Company and its business), including matters that may affect or in any other way relate, directly or indirectly, to Revenue of the Company and Data Health Operations Revenue. The Selling Parties and Xxxxx intend the express provisions of this Agreement to govern their contractual relationship and to supersede any standard of efforts or implied covenant of good faith and fair dealing that might otherwise be imposed by any court or other Governmental Entity or Law or otherwise. The Selling Parties acknowledge that Buyer is not making, will not make and has not made any promise, projection or representation or warranty as to the amount or likelihood of any payments pursuant to this Section 1.6 being achieved or made and that such Person has not relied on any such promise, projection or representation or warranty, and each Selling Party understands that he may not receive any payments pursuant to this Section 1.6 if such payments are not earned pursuant to this Section 1.6. Notwithstanding anything else in this Section 1.6, Buyer will not, and shall cause its Affiliates not to, take any action or make any decision whereby the sole purpose of such action or 4862-8185-4004 v.19 decision is to frustrate the achievement, reduce the amount, or reduce the likelihood of a Total Revenue Earnout Payment or a Data Health Revenue Earnout Payment.
Sample 1
BUYER OBLIGATION. Except as expressly provided otherwise in this Agreement, Buyer shall pay Supplier, by wire transfer in immediately available funds no later than twenty (20) calendar days after the end of each Delivery Month, the Delivery Amount Price for each such Delivery Month, plus the applicable Feedstock Fees associated with the Delivery Amounts for said Delivery Month, less any applicable Shortfall Fees and any adjustments as provided for in Section 3.2. Buyer shall wire amounts due to Supplier’s bank account.
Sample 1

Related to BUYER OBLIGATION

  • Seller Obligations In connection with any offering under any Registration Statement under this Agreement:

  • Purchaser Obligations The Parties hereby agree and acknowledge that (a) all obligations of the Purchasers hereunder, including with respect to each Purchaser’s compliance with all applicable covenants and the making by each Purchaser of the representations and warranties set forth in Section 4, are several and not joint and (b) no Purchaser shall have any obligation or liability of any kind to the Company or to any other Person in respect of any breach or noncompliance with respect to this Agreement by any other Purchaser.

  • Issuer Obligation No recourse may be taken, directly or indirectly, with respect to the obligations of the Issuer, the Owner Trustee or the Indenture Trustee on the Notes or under this Indenture or any certificate or other writing delivered in connection herewith or therewith, against (i) the Indenture Trustee or the Owner Trustee in its individual capacity, (ii) any owner of a beneficial interest in the Issuer or (iii) any partner, owner, beneficiary, agent, officer, director, employee or agent of the Indenture Trustee or the Owner Trustee in its individual capacity, any holder of a beneficial interest in the Issuer, the Owner Trustee or the Indenture Trustee or of any successor or assign of the Indenture Trustee or the Owner Trustee in its individual capacity, except as any such Person may have expressly agreed (it being understood that the Indenture Trustee and the Owner Trustee have no such obligations in their individual capacity) and except that any such partner, owner or beneficiary shall be fully liable, to the extent provided by applicable law, for any unpaid consideration for stock, unpaid capital contribution or failure to pay any installment or call owing to such entity. For all purposes of this Indenture, in the performance of any duties or obligations of the Issuer hereunder, the Owner Trustee shall be subject to, and entitled to the benefits of, the terms and provisions of Article VI, VII and VIII of the Trust Agreement.

  • Shareholder Obligations Shareholder may not participate in any underwritten offering pursuant to this Agreement unless Shareholder (i) agrees to only sell Registrable Securities on the basis reasonably provided in any underwriting agreement and (ii) completes, executes and delivers any and all questionnaires, lock-up agreements, powers of attorney, custody agreements, indemnities, underwriting agreements and other documents reasonably or customarily required by or under the terms of any underwriting agreement or as reasonably requested by INC.

  • Customer Obligations In order to maintain the continuing integrity and proper operation of the Product, Customer agrees to implement, in the manner instructed by Vendor, each error correction and each enhancement and improvement provided to Customer by Vendor. Customer's failure to do so shall relieve Vendor of any responsibility or liability Confidential Treatment Requested whatsoever for any failure or malfunction of the Product as modified by a subsequent correction or improvement, but in no such event shall Customer be relieved of the responsibility for payment of fees and charges otherwise properly invoiced during the term hereof. If requested by Vendor, Customer agrees to provide written documentation and details to Vendor to substantiate problems and to assist Vendor in the identification and detection of problems, errors and malfunctions; and Customer agrees that Vendor shall have no obligation or liability until it has received such documentation and details from Customer.

  • Holder Obligations No holder of Registrable Securities may participate in any underwritten offering pursuant to this Section 3 unless such holder (i) agrees to sell only such holder’s Registrable Securities on the basis reasonably provided in any underwriting agreement, and (ii) completes, executes and delivers any and all questionnaires, powers of attorney, custody agreements, indemnities, underwriting agreements and other documents reasonably required by or under the terms of any underwriting agreement or as reasonably requested by the Company.

  • Absolute Obligation Except as expressly provided herein, no provision of this Debenture shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal of, liquidated damages and accrued interest, as applicable, on this Debenture at the time, place, and rate, and in the coin or currency, herein prescribed. This Debenture is a direct debt obligation of the Company. This Debenture ranks pari passu with all other Debentures now or hereafter issued under the terms set forth herein.

  • Stockholder Obligation Several and Not Joint The obligations of each Stockholder hereunder shall be several and not joint, and no Stockholder shall be liable for any breach of the terms of this Agreement by any other Stockholder.

  • Prior Obligations I represent that my performance of all terms of this Agreement as a consultant of the Company has not breached and will not breach any agreement to keep in confidence proprietary information, knowledge or data acquired by me prior or subsequent to the commencement of my Relationship with the Company, and I will not disclose to the Company, or use, any inventions, confidential or non-public proprietary information or material belonging to any current or former client or employer or any other party. I will not induce the Company to use any inventions, confidential or non-public proprietary information or material belonging to any current or former client or employer or any other party.

  • Repair Obligation If neither party elects to terminate this Lease following a Casualty, then Landlord shall, within a reasonable time after such Casualty, begin to repair the Premises and shall proceed with reasonable diligence to restore the Premises to substantially the same condition as they existed immediately before such Casualty; however, Landlord shall not be required to repair or replace any improvements, alterations or betterments within the Premises (which shall be promptly and with due diligence repaired and restored by Tenant at Tenant’s sole cost and expense) or any furniture, equipment, trade fixtures or personal property of Tenant or others in the Premises or the Project, and Landlord’s obligation to repair or restore the Premises shall be limited to the extent of the insurance proceeds actually received by Landlord for the Casualty in question. If this Lease is terminated under the provisions of this Section 15, Landlord shall be entitled to the full proceeds of the insurance policies providing coverage for all alterations, improvements and betterments in the Premises (and, if Tenant has failed to maintain insurance on such items as required by this Lease, Tenant shall pay Landlord an amount equal to the proceeds Landlord would have received had Tenant maintained insurance on such items as required by this Lease).

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