No Commitment to Purchase; No Liability Sample Clauses

The "No Commitment to Purchase; No Liability" clause establishes that neither party is obligated to buy or sell any goods or services solely based on the agreement or discussions between them. In practice, this means that even if the parties are negotiating or have exchanged information, neither side is legally bound to proceed with a transaction unless a separate, definitive agreement is executed. This clause serves to protect both parties from unintended legal obligations or liabilities arising from preliminary negotiations, ensuring that no enforceable commitment exists until expressly agreed upon.
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No Commitment to Purchase; No Liability. ▇▇▇▇▇ Fargo shall have no obligation to accept any offer to sell, or otherwise to purchase, any Receivable from any Seller and this Agreement does not constitute a commitment on the part of ▇▇▇▇▇ Fargo to make any such purchase. No obligation or commitment shall be implied by an act or omission of ▇▇▇▇▇ Fargo, or any course of dealings in connection with purchases made hereunder. ▇▇▇▇▇ Fargo shall not have any liability to any Seller or to any other Person for declining to accept any offer to purchase a Receivable hereunder.
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No Commitment to Purchase; No Liability. ▇▇▇▇▇ shall have no obligation to accept any offer to sell, or otherwise to purchase, any Receivable from Supplier and nothing in this Agreement or otherwise constitutes a commitment on the part of ▇▇▇▇▇ to make any such purchase. ▇▇▇▇▇ may reject any offer from time to time in its sole and absolute discretion, without any notice or explanation to Supplier as to the basis for such determination. No such obligation or commitment shall be implied by an act or omission of ▇▇▇▇▇ or on its behalf other than the payment by ▇▇▇▇▇ to Supplier of the Purchase Price for any Receivables in accordance with the terms hereof and the satisfaction of the conditions to any such sale by Supplier to ▇▇▇▇▇ of a Receivable under the terms hereof. ▇▇▇▇▇ shall have no liability to Supplier or to any other Person for declining to accept any offer to purchase a Receivable or the withdrawal or revocation of any acceptance of an offer to purchase a Receivable on the basis of the failure of any of the conditions to such purchase to be satisfied in the determination of ▇▇▇▇▇.
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No Commitment to Purchase; No Liability. ▇▇▇▇▇ shall have no obligation to accept any offer to sell, or otherwise to purchase, any Receivable from Seller and this Agreement does not constitute a commitment on the part of ▇▇▇▇▇ to make any such purchase. No obligation or commitment shall be implied by an act or omission of ▇▇▇▇▇, or any course of dealings in connection with purchases made hereunder. ▇▇▇▇▇ shall have no liability to Seller or to any other Person for declining to accept any offer to purchase a Receivable hereunder.
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No Commitment to Purchase; No Liability. Sellers shall have no obligation to Offer or sell any Receivables and Administrative Agent and Purchasers shall have no obligation to accept, via Acceptance or otherwise, any Offer or otherwise to purchase any Receivable from any Seller and this Agreement does not constitute a commitment on the part of Administrative Agent or any Purchasers to make any such purchase. No such obligation or commitment with respect to any Offer or Receivable shall be implied by any act or omission of Administrative Agent or any Purchaser, or on their respective behalf, other than the payment by Administrative Agent, on behalf of Purchasers, to the applicable Seller of the Initial Payment of the Purchase Price for such Purchased Receivable in accordance with the terms hereof. Administrative Agent and Purchasers shall have no liability to any Seller or to any other Person for declining to accept any Offer hereunder and no obligation or commitment to make purchases shall be implied by an act or omission of Administrative Agent or any Purchasers or any course of dealings in connection with purchases made hereunder.
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No Commitment to Purchase; No Liability. Purchaser shall have no obligation to accept any offer to sell, or otherwise to purchase, any Account from Client and nothing in this Agreement or otherwise constitutes a commitment on the part of Purchaser or Administrative Purchaser to make any such purchase. Administrative Purchaser and Purchaser may reject any offer from time to time in its sole discretion, without any notice or explanation to Client as to the basis for such determination. No such obligation or commitment shall be implied by an act or omission of Purchaser or Administrative Purchaser or on their behalf, other than the payment by Purchaser to Client of the Initial Payment of the Purchase Price for any Purchased Account in accordance with the terms hereof. Purchaser and Administrative Purchaser shall have no liability to Client or to any other Person for declining to accept any offer to purchase a Purchased Account or the withdrawal or revocation of any acceptance of an offer to purchase a Purchased Account on the basis of the failure of any of the conditions to such purchase to be satisfied in the reasonable determination of Administrative Purchaser.
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No Commitment to Purchase; No Liability. WFB shall have no obligation to accept any offer to sell, or otherwise to purchase, any Account from Client and nothing in this Agreement or otherwise constitutes a commitment on the part of WFB to make any such purchase. WFB may reject any offer from time to time in its sole discretion, without any notice or explanation to Client as to the basis for such determination. No such obligation or commitment shall be implied by an act or omission of WFB or on its behalf other than the payment by WFB to Client of the Purchase Price for any Acceptable Account in accordance with the terms hereof and the satisfaction of the conditions to any such sale by Client to WFB of an Acceptable Account selected for purchase by WFB under the terms hereof. WFB shall have no liability to Client or to any other Person for declining to accept any offer to purchase an Account or the withdrawal or revocation of any acceptance of an offer to purchase an Account on the basis of the failure of any of the conditions to such purchase to be satisfied in the determination of WFB.
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No Commitment to Purchase; No Liability. Wells sh▇▇▇ ▇ave no obligation to accept, via Acceptance or otherwise, any Offer or otherwise to purchase any Receivable from Seller and this Agreement does not constitute a commitment on the part of Wells to ▇▇▇▇ any such purchase. Wells sh▇▇▇ ▇ave no liability to Seller or to any other Person for declining to accept any Offer hereunder and no obligation or commitment to make purchases shall be implied by an act or omission of Wells or ▇▇▇ course of dealings in connection with purchases made hereunder.
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Related to No Commitment to Purchase; No Liability

  • No Commitment for Additional Financing The Company acknowledges and agrees that no Purchaser has made any representation, undertaking, commitment or agreement to provide or assist the Company in obtaining any financing, investment or other assistance, other than the purchase of the Shares as set forth herein and subject to the conditions set forth herein. In addition, the Company acknowledges and agrees that (i) no statements, whether written or oral, made by any Purchaser or its representatives on or after the date of this Agreement shall create an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment, (ii) the Company shall not rely on any such statement by any Purchaser or its representatives, and (iii) an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment may only be created by a written agreement, signed by such Purchaser and the Company, setting forth the terms and conditions of such financing or investment and stating that the parties intend for such writing to be a binding obligation or agreement. Each Purchaser shall have the right, in its sole and absolute discretion, to refuse or decline to participate in any other financing of or investment in the Company, and shall have no obligation to assist or cooperate with the Company in obtaining any financing, investment or other assistance.

  • No Liability Until Receipt The Custodian shall not be liable for, or considered to be the Custodian of, any money, whether or not represented by any check, draft, or other instrument for the payment of money, received by it on behalf of the Series, until the Custodian actually receives and collects such money.

  • Termination of Fund; No Liability At any time following six months after the Effective Time, the Surviving Corporation shall be entitled to require the Paying Agent to deliver to it any funds (including any interest received with respect thereto) which had been made available to the Paying Agent and which have not been disbursed to holders of Certificates, and thereafter such holders shall be entitled to look to the Surviving Corporation (subject to abandoned property, escheat or other similar laws) only as general creditors thereof with respect to the Merger Consideration payable upon due surrender of their Certificates, without any interest thereon. Notwithstanding the foregoing, neither the Surviving Corporation nor the Paying Agent shall be liable to any holder of a Certificate for Merger Consideration delivered to a public official pursuant to any applicable abandoned property, escheat or similar law.

  • CONTRIBUTION IN THE EVENT OF JOINT LIABILITY (a) To the fullest extent permissible under applicable law, if the indemnification, hold harmless and/or exoneration rights provided for in this Agreement are unavailable to Indemnitee in whole or in part for any reason whatsoever, the Company, in lieu of indemnifying, holding harmless or exonerating Indemnitee, shall pay, in the first instance, the entire amount incurred by Indemnitee, whether for judgments, liabilities, fines, penalties, amounts paid or to be paid in settlement and/or for Expenses, in connection with any Proceeding without requiring Indemnitee to contribute to such payment, and the Company hereby waives and relinquishes any right of contribution it may have at any time against Indemnitee. (b) The Company shall not enter into any settlement of any Proceeding in which the Company is jointly liable with Indemnitee (or would be if joined in such Proceeding) unless such settlement provides for a full and final release of all claims asserted against Indemnitee. (c) The Company hereby agrees to fully indemnify, hold harmless and exonerate Indemnitee from any claims for contribution which may be brought by officers, directors or employees of the Company other than Indemnitee who may be jointly liable with Indemnitee.

  • Liability for Payment in Advance of Receipt of Securities Purchased In any and every case where payment for the purchase of Securities for the Fund is made by the Custodian in advance of receipt of the Securities purchased and in the absence of specified Written Instructions to so pay in advance, the Custodian shall be liable to the Fund for such payment.