Additional Conditions Precedent to the Obligations of the Purchaser. The Purchaser is not required to complete the Arrangement unless each of the following conditions is satisfied, which conditions are for the exclusive benefit of the Purchaser and may only be waived, in whole or in part, by the Purchaser in its sole discretion:
Additional Conditions Precedent to the Obligations of the Purchaser. The obligations of the Purchaser to complete the transactions contemplated by this Agreement shall also be subject to the fulfillment of each of the following conditions precedent (each of which is for the exclusive benefit of the Purchaser and may be waived by the Purchaser):
Additional Conditions Precedent to the Obligations of the Purchaser. The obligation of the Purchaser to complete the Arrangement will be subject to the satisfaction or waiver by the Purchaser, on or before the Effective Date, of each of the following conditions, each of which is for the exclusive benefit of the Purchaser and which may be waived by the Purchaser at any time, in whole or in part, in its sole discretion and without prejudice to any other rights that the Purchaser may have:
Additional Conditions Precedent to the Obligations of the Purchaser. The obligation of the Purchaser to complete the Arrangement shall be subject to the satisfaction or waiver by the Purchaser, on or before the Effective Date, of each of the following conditions, which are for the exclusive benefit of the Purchaser and which may only be waived, in whole or in part, by the Purchaser:
Additional Conditions Precedent to the Obligations of the Purchaser. The Company shall not file, and the Purchaser shall not be required to file, the Required Filings giving effect to the Amended Arrangement unless each of the following conditions is satisfied or waived, which conditions are for the exclusive benefit of the Purchaser, and may only be waived, in whole or in part, by the Purchaser in its sole discretion:
Additional Conditions Precedent to the Obligations of the Purchaser. The Purchaser is not required to complete the Arrangement unless each of the following conditions is satisfied, which conditions are for the exclusive benefit of the Purchaser and may only be waived, in whole or in part, by the Purchaser in its sole discretion, except in the case of Section 6.2(3) where the waiver of such condition and failure to obtain any Key Regulatory Approval could result in personal liability for any director or officer of the Company or any of its Subsidiaries, in which case, in respect of such Key Regulatory Approval, the condition may only be waived with the consent of the Company:
Additional Conditions Precedent to the Obligations of the Purchaser. The obligations of the Purchaser and Acquireco to complete the Merger will be subject to the satisfaction, or waiver by the Purchaser, on or before the Closing Date, of each of the following conditions, each of which is for the exclusive benefit of the Purchaser and which may be waived by the Purchaser at any time, in whole or in part, in its sole discretion and without prejudice to any other rights that the Purchaser may have:
Additional Conditions Precedent to the Obligations of the Purchaser. The obligation of the Purchaser and Acquireco to complete the Arrangement is subject to the fulfillment of each of the following conditions precedent on or before the Effective Time (each of which is for the exclusive benefit of the Purchaser and Acquireco and may be waived by the Purchaser and Acquireco in their sole discretion): -66- (a) all covenants of eOne under this Agreement to be performed, fulfilled or complied with on or before the Effective Time shall have been duly performed, fulfilled or complied with by eOne in all material respects and the Purchaser and Acquireco shall have received a certificate of eOne addressed to the Purchaser and Acquireco and dated the Effective Date, signed on behalf of eOne by two senior executive officers of eOne (on eOne’s behalf and without personal liability), confirming the same as at the Effective Time; (b) the representations and warranties of eOne set forth in: (i) Section 3.1(a) [Organization and Qualification], Section 3.1(b) [Authority Relative to this Agreement], Section 3.1(n)(1) [No MAE] and Section 3.1(bb) [Brokers] shall be true and correct in all respects as of the Effective Time as if made as at and as of such time; (ii) Section 3.1(g)(i) [Capitalization and Listing] shall be true and correct in all respects (except for de minimis inaccuracies) as of the Effective Time (except for representations and warranties made as of a specified date, the accuracy of which shall be determined as of that specified date) as if made as at and as of such time; and (iii) all other provisions of this Agreement shall be true and correct in all respects, without regard to any materiality or Material Adverse Effect qualifications contained in them as of the Effective Time, as though made on and as of the Effective Time (except for representations and warranties made as of a specified date, the accuracy of which shall be determined as of that specified date), except where the failure or failures of such representations and warranties to be so true and correct in all respects has or have not had and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and the Purchaser and Acquireco shall have received a certificate of eOne addressed to the Purchaser and Acquireco and dated the Effective Date, signed on behalf of eOne by two senior executive officers of eOne (on eOne’s behalf and without personal liability), confirming the same as at the Effective Time; (c) there is no act...
Additional Conditions Precedent to the Obligations of the Purchaser. The obligations of the Purchasers to complete the transactions contemplated by this Agreement shall also be subject to the fulfillment at or before the Closing Date of each of the following conditions precedent:
