Responsibility of Purchaser Sample Clauses
The "Responsibility of Purchaser" clause defines the obligations and duties that the buyer must fulfill under the agreement. Typically, this includes requirements such as making timely payments, providing necessary information or documentation, and complying with any relevant laws or regulations related to the purchase. For example, the purchaser may be responsible for arranging transportation or obtaining permits if needed. The core function of this clause is to clearly allocate specific responsibilities to the purchaser, ensuring both parties understand their roles and reducing the risk of disputes arising from unmet obligations.
Responsibility of Purchaser. Provided that Closing has occurred, and subject to Clause 4.2 Purchaser shall assume all of the Vendor's liabilities and obligations, under contracts to which they are made parties or which are assigned to them by virtue of documents delivered at Closing arising after the Effective Date in respect to the Assets and shall,
(a) be liable to the Vendor for all losses, costs, damages and expenses whatsoever which the Vendor may suffer, sustain, pay or incur; and
(b) indemnify and save the Vendor and its directors, officers, servants, agents and employees harmless from and against all claims, liabilities, actions, proceedings, demands, losses, costs, damages and expenses whatsoever which may be brought against or suffered by the Vendor, its directors, officers, servants, agents or employees or which they may sustain, pay or incur; as a direct result of any matter or thing arising out of, resulting from, attributable to or connected with the Assets and occurring subsequent to the Effective Date, except any losses, costs, damages, expense, claims, liabilities, actions, proceedings and demands to the extent that the same either are reimbursed (or reimbursable) by insurance maintained by the Vendor or arise as a result from or are caused by the gross negligence or willful misconduct of the Vendor, it's directors, officers, servants, agents, employees or assigns, or the breach of inaccuracy of any of the Vendor's representations and warranties in Clause 6.1 (and without regard to the time limit set out in Clause 6.3). The responsibility prescribed by this Clause, however, does not provide either an extension of any representation or warranty contained in Clause 6.2 or an additional remedy for breach of such a representation or warranty. Nothing contained in this Clause shall relieve the Vendor from any liability arising as a result of a breach of any representation or warranty contained in Clause 6.1.
Responsibility of Purchaser. 15.1 The operation of the Equipment is within the exclusive control of the Purchaser and the Purchaser shall indemnify and save the Seller harmless from any and all expense and liability (including legal fees) incurred by or imposed upon the Seller based upon injury to persons (including death) or damage to property (including the Equipment) resulting from the Purchaser's tests, cleaning, operation, or maintenance of the Equipment or from modifications to the Equipment by the Purchaser or by third parties.
15.2 The Seller’s Service Representative(s) are not authorized to supervise operation nor are they authorized or licensed to operate the Equipment and therefore neither the Seller nor its representative(s) shall be deemed to have any responsibility for the operation of the Equipment.
15.3 The Purchaser agrees to provide the Seller with safety practices at the site where the Services will be performed and identify any potential health hazards or other hazardous working conditions. The Seller agrees to comply with identified safety practices and applicable laws and regulations at such site. The Purchaser shall be responsible for any influencing deficiencies at the Purchaser's site, including, but not limited to input signals of poor quality, different environmental conditions, improper application engineering, process problems or difficulties and delays.
Responsibility of Purchaser. Purchaser agrees to repair any damage to the Property caused by the entry of Purchaser or any of Purchaser’s agents, employees, contractors and other representatives upon the Property, and Purchaser shall be responsible for any and all Damages solely and directly caused by Purchaser’s due diligence, as permitted under this Section 3.2; provided, however, Purchaser is not liable for any losses, liens, claims, demands, liabilities, costs, damages, expenses, or judgments resulting from any unfavorable test result or the discovery of any undesirable existing condition on, in, under or about the Property, such exclusion including, without limitation, any loss resulting from any decrease in the fair market value of all or any portion of the Property or the inability of Seller to market the Property due to any such discovery or unfavorable test result. For the avoidance of doubt, Purchaser’s indemnification obligations herein will not arise if losses arise to Seller due to existing facts or conditions that were discovered in connection with the due diligence. The provisions of this Section 3.2 shall survive the Closing.
Responsibility of Purchaser. Subject to the limitations set forth herein, the Purchaser shall:
(a) be liable to the Vendors and their Additional Indemnitees for all Indemnified Losses which any one or more of them may suffer, sustain, pay or incur; and
(b) indemnify and save harmless the Vendors and their Additional Indemnitees from and against all Indemnified Losses which may be brought against or suffered by any one or more of them or which any one or more of them may sustain, pay or incur; as a direct result of any act, omission, circumstance or other matter arising out of, resulting from, attributable to or connected with any Purchase Agreement Default made by the Purchaser.
Responsibility of Purchaser. Subject to the limitations set forth herein, the Purchaser shall:
(a) be liable to each Dropleaf Securityholder for all losses, costs, damages (excluding consequential damages), expenses, charges, fines, penalties, assessments or other liabilities whatsoever which any one or more of them may suffer, sustain, pay or incur; and
(b) indemnify and save the Dropleaf Securityholders harmless from and against all losses, costs, damages (excluding consequential damages), expenses, charges, fines, penalties, assessments or other liabilities whatsoever which may be brought against or suffered by any one or more of them or which any one or more of them may sustain, pay or incur; as a direct result of any matter or thing arising out of, resulting from, attributable to or connected with any Purchase Agreement Default made by the Purchaser herein or in any document delivered at Closing, but any such claim for indemnification shall only be considered if a written notice specifying the Purchase Agreement Default in reasonable detail is delivered by the Dropleaf Securityholders to the Purchaser prior to the expiry of the Survival Period, if any, applicable to such Purchase Agreement Default.
Responsibility of Purchaser. The foregoing provisions notwithstanding, nothing herein shall be deemed to require Seller to obtain any approval from the Local Authorities or any other party or entity for Purchaser’s use of the sanitary sewer, water and storm sewer facilities; any and all such approval(s) or permit(s) including, but not limited to, the payment of any impact fee(s), tap fee(s) and the purchase of plant and line capacity, shall be the sole responsibility of Purchaser. However, Seller shall cooperate with Purchaser and execute or join in the execution of any document(s) or other instrument(s) required for such approval(s) or permit(s); provided, that (i) no interests of Seller are prejudiced thereby, (ii) Seller does not incur any cost or expense (unless Purchaser agrees in writing to promptly reimburse Seller therefor), and (iii) Seller has the right of final review and approval of all materials submitted in connection therewith.
Responsibility of Purchaser. Assets Acquired On "As Is" Basis...................................................................33 12.04 Limit On Responsibility............................................................................34 12.05 Assumption of Environmental Liabilities and Obligations............................................34 12.06 No Merger Of Legal Responsibilities................................................................35 12.07
Responsibility of Purchaser. Provided that closing has occurred, Purchaser shall: (a) be responsible to keep all claims, permits and leases in good standing. Should Purchaser decide to relinquish any claim, permit or lease, then such claim, permit or lease will revert to Vendor;
Responsibility of Purchaser. Purchaser agrees to repair any damage to the Property caused by the entry of Purchaser or any of Purchaser’s agents, employees, contractors and other representatives upon the Property, and Purchaser shall be responsible for any and all Damages caused by or resulting from any inspections, surveys, tests, acts or omissions of Purchaser, its agents, employees, contractors, and other representatives while at the Property, as more fully provided in the License Agreement. The provisions of this Section 3.4 shall survive the Closing.
Responsibility of Purchaser. To be eligible for warranty, you must notify an authorized service center within thirty (30) days of occurrence of the claimed defect. The location of the nearest authorized service center can be found on our web page ▇▇▇▇▇▇▇▇▇▇.▇▇▇ or you may contact us by telephone (▇▇▇) ▇▇▇-▇▇▇▇ or by writing to: Z Marine North America LLC, ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇. All decisions involving warranty eligibility will be made solely by Z Marine. The boat, including any claimed defected part, must be returned to the authorized AVON service center within the warranty period for inspection and warranty service. The expense of returning the boat or any part to the authorized service center for warranty service, and the expense of returning it back to the owner after repair or replacement will be paid for by the owner.