Additional Conditions to Obligations of Parent. The obligations of Parent to effect the Merger are also subject to the following conditions, any and all of which may be waived in writing by the Parent, in whole or in part, to the extent permitted by Law:
Additional Conditions to Obligations of Parent. The obligations of Parent to effect the Merger are also subject to the following conditions:
Additional Conditions to Obligations of Parent. The obligations of Parent to consummate the Transactions are also subject to the satisfaction or waiver in writing at or prior to the Closing Date of the following conditions.
Additional Conditions to Obligations of Parent. The obligations of Parent to consummate the transactions contemplated hereby shall also be subject to the satisfaction or waiver of each of the following conditions:
Additional Conditions to Obligations of Parent. The obligations of Parent to effect the Mergers are subject to the satisfaction on or prior to the Closing Date of each of the following additional conditions, any of which may be waived in writing exclusively by Parent (to the extent permitted by Law):
Additional Conditions to Obligations of Parent. The obligations of Parent to consummate, or cause to be consummated, the Mergers are subject to the satisfaction of the following additional conditions, any one or more of which may be waived in writing by Parent:
Additional Conditions to Obligations of Parent. The obligation of Parent to effect the Merger is, at the option of Parent, also subject to the fulfillment at or prior to the Closing Date (unless an earlier date is provided herein) of the following conditions:
(a) The representations and warranties of GeoMet contained in this Agreement shall be accurate in all material respects as of the date of this Agreement and (except to the extent such representations and warranties speak specifically as of an earlier date) as of the Closing Date as though such representations and warranties had been made at and as of that time, all of the terms, covenants and conditions of this Agreement to be complied with and performed by GeoMet or the GeoMet Subsidiaries on or before the Closing Date shall have been duly complied with and performed in all material respects, and a certificate to the foregoing effect dated the Closing Date and signed by the president of GeoMet shall have been delivered to Parent;
(b) Since the date of this Agreement, no Material Adverse Effect pertaining to GeoMet shall have occurred, and neither GeoMet, nor the GeoMet Subsidiaries shall have suffered any damage, destruction or loss materially and adversely affecting the properties or business of GeoMet and the GeoMet Subsidiaries as a whole, and Parent shall have received a certificate signed by the president of GeoMet dated the Closing Date to such effect;
(c) The persons who will be the stockholders of the Surviving Corporation immediately following the Merger shall have entered into a stockholders’ agreement in a form agreeable to Parent;
(d) Each of the stockholders of GeoMet shall have delivered a certificate to the Parent pursuant to which each such stockholder represents and warrants that such stockholder is (and immediately prior to the Effective Time will be) the sole record and beneficial owner of the shares of GeoMet Common Stock owned by such stockholder and that such shares are free and clear of all Encumbrances, other than restrictions on transfer that may be imposed by federal or state securities laws and under the Stockholders’ Agreement dated as of December 8, 2000 by and among GeoMet and its stockholders; and
(e) The GeoMet Board or committee of the GeoMet Board with authority to administer the 2001 Stock Option Plan shall have taken action such that the GeoMet Options shall have converted into Parent Options in accordance with Section 1.10.
Additional Conditions to Obligations of Parent. The obligations of Parent to consummate the Company Merger are subject to the satisfaction at or prior to the Company Merger Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Additional Conditions to Obligations of Parent. The obligations of Parent to consummate and effect this Agreement and the transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any of which may be waived, in writing, by Parent:
Additional Conditions to Obligations of Parent. The obligations of Parent to effect the Closing are subject to the satisfaction of each of the following conditions prior to the Closing, any of which may be waived in writing exclusively by Parent: