Purchase Documentation. The Quoteis hereby incorporated by reference into this Agreement. Customer will issue a Purchase Order matching the terms of the Quote within one (1) week of execution of this Agreement. The Quote together with this Agreement shall constitute the complete agreement regarding that purchase and sale of the Dry Workflow and license of the related software and documentation. Notwithstanding the foregoing, nothing contained in any Purchase Order, Purchase Order acknowledgment, or invoice shall in any way modify the terms and conditions of this Agreement, or add any additional terms or conditions. Any software provided hereunder is licensed, not sold, to Customer and any reference to the “sale” or “purchase” of software shall be deemed to mean “license.”
Purchase Documentation. Each Purchase Order that IM accepts, together with the accompanying Quote, the Specifications, any acceptance criteria in connection with the sale and purchase (“Acceptance Criteria”) and any Statement of Work for additional Services to be provided in connection therewith, shall constitute “Purchase Documentation”. Notwithstanding the foregoing, additional provisions regarding Specifications and Acceptance Criteria for the first Wets Workflow are set forth in Exhibit D, which shall be deemed part of the Purchase Documentation. The Purchase Documentation for the initial purchase is set forth in Exhibit A. Exhibit A-1 is a Quote for a second Wets Workflow for installation in an ATMI facility, with acceptance in 2008. If ATMI places a second purchase order with IM by the end of March, 2008, IM shall provide a volume discount for that second Wets Workflow, as shown in Exhibit A-1; if IM accepts said purchase order, it shall be deemed to have been incorporated into Exhibit A-1 as Purchase Documentation (it being understood and agreed that IM will accept said purchase order if it is consistent with the terms of the Quote incorporated into Exhibit A-1, subject to mutual agreement concerning delivery date and shipping instructions). Each subsequent set of Purchase Documentation shall be deemed to be incorporated herein as Exhibit X-0, Xxxxxxx X-0, et seq., and together with the terms and conditions of this Agreement, shall constitute the complete agreement regarding that purchase and sale. Notwithstanding the foregoing, nothing contained in any Purchase Order, Purchase Order acknowledgment, or invoice shall in any way modify the terms and conditions of this Agreement, or add any additional terms or conditions; provided, however, that such standard variable terms as price, quantity, delivery date, shipping instructions and the like, as well as tax exempt status, if applicable, shall be specified on each purchase order or acknowledgment. Any purchase order ATMI issues will include the fees and payment terms as set forth in the applicable Quote. IM will accept each said purchase order if it is consistent with the terms of the offer set forth in the applicable Quote, subject to mutual agreement concerning delivery date and shipping instructions. ATMI’s issuance of a Purchase Order referencing a Quote will constitute its agreement to pay IM the fees, plus applicable taxes as set forth below, in accordance with and subject to the terms of this Agreement (including, with...
Purchase Documentation. Unless the Asset Portfolio being financed with the Advance is an Owned Asset Portfolio, Lender shall have received certified copies of all documentation related to Borrower's acquisition of the Asset Portfolio (including the Sale Agreement, any assignments to Borrower related thereto and the related closing statement) and the REO Affiliate's acquisition of title to REO Property together with evidence that all such documents (including the applicable Sale Agreement) have been duly authorized, executed, and delivered by the parties thereto, provided that to the extent any such documents are being executed and delivered on the Effective Date, Borrower shall deliver forms of all such documents on or prior to the Effective Date with the original documents to be delivered within three Business Days following the Effective Date; and
Purchase Documentation. 2.1 Purchases. This Agreement sets forth terms and conditions under which IM will sell to Customer a Dry Workflow, and the terms and conditions under which IM may provide related Services. The sale of Dry Workflow Equipment hereunder is conditional and subject to the terms and and conditions of this Agreement, specifically the use of Equipment to support the application or use of Dry HPC Technology (“HPC Mode”) shall be subject to the licenses set forth in Section 4.3 below, the Royalties payable hereunder, and the payments in the applicable Purchase Documentation associated with the Dry Workflow Equipment.
Purchase Documentation. Upon the closing of the transactions contemplated by Clause 6 above, the Parties and the Third Party Company shall execute such customary instruments of transfer, licenses and other agreements as are necessary to transfer all of the relevant Agreement Interest to assure that the party acquiring such interest shall be able to enjoy the benefits thereof. The Party whose Agreement Interest is acquired shall license or sublicense all of its intellectual property necessary for the manufacture, use or sale of Products in the Field, and the party acquiring such Agreement Interest shall assume all obligations, including payment obligations, to any Third Party from whom the party whose Agreement Interest is acquired licenses such intellectual property. All other necessary agreements (e.g., supply) will also be transferred; or if not transferable, the benefits thereof will otherwise be provided.
Purchase Documentation. Upon receipt of an executed Lease Schedule acceptable to Lessor, Lessor shall execute appropriate purchase documentation, and Lessee shall bear all responsibilities and perform all obligations of Lessor thereunder other than payment of the purchase price.
Purchase Documentation. Upon request, the purchase agreement and related documents therefor (collectively, the “Purchase Documentation”) for such Acquisition shall have been delivered to the Term Agent.
Purchase Documentation. The purchase agreement and related documents therefor (collectively, the “Purchase Documentation”) for such Acquisition shall have been delivered to the Term Agent. If such Acquisition is financed in whole or in part by any portion of the proceeds of the Delayed Draw Term Loan in excess of the first $5,000,000 thereof or any Incremental Term Loan, (A) the Purchase Documentation shall be in substance reasonably satisfactory to the Term Agent, (B) all conditions precedent to the consummation of such Acquisition shall have been satisfied (or waived with the consent of the Term Agent), and such Acquisition shall have been consummated (or shall be consummated concurrently with the funding of such Delayed Draw Term Loan Borrowing or Incremental Term Loan Borrowing, as the case may be) in accordance in all material respects with the terms of the Purchase Documentation, without any amendment, modification or waiver of any of the provisions thereof that would be adverse to the Term Agent or the Term Lenders without the consent of the Term Agent, and (C) the representations and warranties made by or with respect to the applicable Target in such Purchase Documentation shall be true and correct in all material respects (without duplication of any materiality qualifiers contained therein) to the extent such representations and warranties are material to the interests of the Term Agent or the Term Lenders;
Purchase Documentation. With respect to each Acquired Loan in existence on the Disbursement Date first occurring, the Bank shall have received certified copies of all documentation related to the Borrower's acquisition of the Asset Portfolio thereto (including the applicable sale agreement, any assignments to the Borrower related thereto and the related closing statement) and the REO Affiliate's acquisition of title to REO Property together with evidence that all such documents (including the applicable sale agreement) have been duly authorized, executed and delivered by the parties thereto.
Purchase Documentation. All orders for the Service and any ancillary services shall be evidenced by Purchase Documentation. Unless otherwise expressly specified, the terms of all Purchase Documentation must be consistent with the terms and conditions of this Agreement.
