CONTRACT OF PURCHASE Sample Clauses

CONTRACT OF PURCHASE. Subject to the terms and conditions stated herein (including all drawings, specifications and other documents attached to this offer or referred to in this offer), ▇▇▇▇▇▇ agrees to sell and ▇▇▇▇▇ agrees to purchase from Seller, the goods or services described in this order. Seller shall acknowledge receipt and acceptance of each purchase order or release within three (3) business days; however, if for any reason Seller shall fail to return to the Buyer the signed acknowledgement copy of this order, any conduct by Seller which recognizes the existence of a contract pertaining to the subject matter hereof shall constitute unqualified acceptance by Seller of this order and all of its terms and conditions. The terms of this order shall constitute the complete and exclusive statement of the terms and conditions of the contract between the parties and may be modified only by written instrument executed by the authorized representatives of both parties. Any terms proposed by the Seller which add to, vary from or conflict with the terms herein are hereby objected to. If this order has been issued by ▇▇▇▇▇ in response to Seller’s offer, and if any of the terms herein are additional to or different from the terms of such offer, then the issuance of this order by Buyer shall constitute an acceptance of such offer, subject to the express condition that this order and its terms constitutes the entire agreement between Buyer and Seller with respect to the subject matter hereof and the subject matter of such offer. Further, Seller shall be deemed to have so assented and acknowledged unless ▇▇▇▇▇▇ notifies Buyer to the contrary in writing within (7) calendar days of receipt of this order. Any reference by Buyer to Seller’s proposal is solely for the purpose of incorporating the description and specifications of the goods and services contained therein to the extent that such description and specifications do not conflict with the description and specifications on the face of this order.
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CONTRACT OF PURCHASE. THIS CONTRACT OF PURCHASE (hereinafter "Contract") is made as of January 12th, 2023, between ▇▇▇▇▇▇▇ ▇ ▇▇▇▇▇▇▇, Trustee of the ▇▇▇▇▇▇▇ ▇ ▇▇▇▇ Revocable Trust owner of record of the Property sold herein (hereinafter referred to as the "Seller"), and (hereinafter referred to as the "Purchaser", whether one or more). The Purchaser was the successful bidder at a public auction of the Property held on this date and this Contract restates the terms of sale announced prior to the auction sale.
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CONTRACT OF PURCHASE. ‌ Seller agrees it shall sell, and ▇▇▇▇▇ agrees to purchase from Seller, the goods and/or services described in the Order. Seller shall acknowledge receipt and acceptance of each Order; however, if for any reason Seller shall fail to accept or acknowledge an Order within two (2) business days of issuance by Buyer the Order shall be deemed accepted. Additionally, any conduct by Seller which recognizes the existence of a contract pertaining to the subject matter of the Order including taking any action to fulfill the Order shall constitute unqualified acceptance by Seller of the Order and all its terms and conditions, including these Terms. Seller shall not submit additional or different terms and conditions, and ▇▇▇▇▇ rejects any additional or inconsistent terms and conditions offered by Seller at any time. If the Seller and Buyer have executed a prior written agreement and such prior agreement (i) has not expired or been terminated and (ii) does not expressly state that these Terms shall not apply, all the provisions of such prior agreement will remain in full force and effect and to the extent the provisions of such prior agreement are not in conflict the Terms, the Terms shall supplement the prior agreement and together shall constitute the Supply Agreement (“Supply Agreement”). If there is no prior agreement, or such prior agreement has expired or has been terminated, the terms of the Order, including these Terms, shall constitute the complete and exclusive statement of the terms and conditions of the contract between Buyer and Seller and may be modified only by a written agreement executed by the authorized representatives of both parties (“Order Agreement”). The term “Agreement” shall refer to either the existence of a Supply Agreement or Order Agreement as applicable.
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CONTRACT OF PURCHASE. Subject to the terms and conditions stated herein and, on the order, (including all drawings, specifications and other documents attached to or referred to in the order), ▇▇▇▇▇▇ agrees to sell, and ▇▇▇▇▇ agrees to purchase from Seller, the goods and/or services described in the order (a “PO” or “Purchase Order” or “Order”). If for any reason Seller shall fail to return to the Buyer the signed acknowledgement copy of the order, any conduct by Seller which recognizes the existence of a contract pertaining to the subject matter of the order shall constitute unqualified acceptance by Seller of the order and all of its terms and conditions, including the terms herein. The terms of the order, including the terms herein, shall constitute the complete and exclusive statement of the terms and conditions of the contract between the parties and may be modified only by written instrument executed by the authorized representatives of both parties. Any terms proposed by the Seller which add to, vary from or conflict with the terms of the order, including the terms herein, are hereby objected to.
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Related to CONTRACT OF PURCHASE

  • Terms of Purchase The closing of the transactions contemplated by Section 10.6 (the "Purchase Closing") shall occur (a) on the Termination Date if this Agreement expires pursuant to the terms of Sections 10.1 and 10.2, or (b) on a date mutually acceptable to the parties hereto that shall be within 180 days after receipt of a Termination Notice. The parties shall enter into an asset purchase agreement containing representations, warranties and conditions customary to a transaction of this size involving the purchase and sale of similar businesses. Subject to the conditions set forth below, at the Purchase Closing, Administrator and/or its Affiliates, as the case may be, shall transfer and assign the Purchase Assets to the Group, and in consideration therefor, the Group shall (a) pay to Administrator, Parent and/or their Affiliates an amount in cash or, at the option of the Group (subject to the conditions set forth below), Parent Common Stock (valued pursuant to Section 10.6(c) hereof), or some combination of cash and Parent Common Stock equal to the Purchase Price and (b) assume the Practice Related Liabilities. The structure of the transaction set forth in this Section 10.7 shall, if possible, be structured as a tax-free transaction under applicable law. Each party shall execute such documents or instruments as are reasonably necessary, in the opinion of each party and its counsel, to effect the foregoing transaction. The Group shall, and shall use its best efforts to cause each shareholder of the Group to, execute such documents or instruments as may be necessary to cause the Group to assume the Practice Related Liabilities and to release Administrator, Parent and/or their Affiliates, as the case may be, from any liability or obligation with respect thereto. In the event the Group desires to pay all or a portion of the Purchase Price in shares of Parent Common Stock, such transaction shall be subject to the satisfaction of each of the following conditions: 43 49 (a) The holders of such shares of Parent Common Stock shall transfer to Administrator, Parent and/or their Affiliates good, valid and marketable title to the shares of Parent Common Stock, free and clear of all adverse claims, security interests, liens, claims, proxies, options, stockholders' agreements and encumbrances (not including any applicable securities restrictions and lock-up arrangements with the Parent or any underwriter); and

  • Conditions of Purchase Purchaser's obligation to purchase and pay for Eligible Loans in a Portfolio hereunder shall be subject to the following conditions precedent: (a) the Eligible Loans in the Portfolio, aggregated with the other Eligible Loans that have been sold to Purchaser by Seller if appropriate, shall meet the requirements described in Section 3.1 hereof; (b) all representations, warranties and statements by or on behalf of Seller contained in this Agreement are true on the Scheduled Sale Date; (c) any notification to or approval by the Secretary or Guarantee Agency required by the Higher Education Act or the Guarantee Agreement as a condition to the assignment of Eligible Loans shall have been made or received and evidence thereof delivered to both Purchaser and the Trustee; (d) the entire interest of Seller in each Eligible Loan shall have been duly assigned by endorsement, such endorsement to be without recourse except as provided in Article V hereof; (e) the Seller shall, at its own expense, indicate in its files that the Student Loans sold on such date have been sold to the Purchaser pursuant to this Agreement and pledged and assigned by the Purchaser to the Trustee for the benefit of the Registered Owners, and the Seller shall deliver to the Purchaser a Schedule of Student Loans certified by the Chairman, the President, the Vice President or the Treasurer of the Seller to be true, correct and complete as of the date thereof. Further, the Seller hereby agrees that the computer files maintained by the Seller as Servicer will bear an indication reflecting that the Student Loans sold to the Purchaser pursuant to this Agreement are owned by the Purchaser; and (f) prior to or on each Scheduled Sale Date, the Seller shall record and file, at its own expense, appropriate UCC-3 termination statements with respect to any previous liens on such Student Loans being sold and purchased hereunder.

  • Execution of Purchase Agreement The successful bidder has earned the right to make an offer to the Seller; no sale has been completed. The bidder will be required to execute an Irrevocable Real Estate Purchase Agreement immediately following the close of the auction and provide the required ▇▇▇▇▇▇▇ Money within 24 hours to the Seller in a check payable to Ness Bros. ▇▇▇▇▇’s offer expires 11:59 P.M. (local time) 7 days after the online auction date, unless Seller timely accepts it; the ▇▇▇▇▇▇▇ Money will be returned if Seller does not accept the successful bid as a primary or secondary offer, subject to any required approvals. --- TAXES: The real estate taxes shall be prorated. Seller shall pay real estate taxes which are payable during the year in which Closing occurs, and taxes payable during the succeeding year, prorated to the date of Closing. Buyer shall assume and pay all subsequent taxes. If at the time of Closing the tax bill for the Real Estate for the succeeding year has not been issued, taxes payable shall be computed based on the last tax bill available to the closing agent. The succeeding year’s tax bill, because of recently constructed improvements, annexation, reassessment, or similar items may greatly exceed the last tax bill available to the closing agent. --- POSSESSION: The possession of the Property shall be Upon Closing of Property, subject to tenant’s rights, by 5:00 P.M.

  • Agreement of Purchase and Sale In accordance with the terms and conditions of this agreement, Seller agrees to sell the Ownership Interests in the Asset to Purchaser, and Purchaser agrees to purchase the Ownership Interests in the Asset from Seller.

  • Payment of Purchase Price The Investors shall have delivered the purchase price specified in Section 1.2.