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.
Appears in 1 contract
Sources: Account Purchase Agreement (Specialty Building Products, Inc.)
No Commitment to Purchase; No Liability. Except with respect to Approved Accounts for which Purchaser has accepted for purchase and remitted the Initial Payment of the Purchase Price in accordance with the terms hereof, 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, including to the extent that the Liquidity of Client is less than $100,000,000 but in any event without any requirement or obligation for notice or explanation to Client as to the basis for such determination. No such obligation or commitment with respect to any Account shall be implied by an any act or omission of Purchaser or Administrative Purchaser Purchaser, or on their its behalf, other than the payment by Purchaser to Client of the Initial Payment of the Purchase Price for any such 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 an Account or the withdrawal or revocation of any acceptance of an offer to purchase a Purchased an 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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