Additional Conditions to Obligations of Xxxxxxxx Sample Clauses

Additional Conditions to Obligations of Xxxxxxxx. The obligations of Xxxxxxxx to effect the Merger are subject to the satisfaction, or waiver by Xxxxxxxx, on or prior to the Closing Date, of the following conditions:
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Additional Conditions to Obligations of Xxxxxxxx. The obligation of Xxxxxxxx to effect the Merger shall be further subject to the following conditions: (a) There shall not have been a material adverse change in the general affairs, business, business prospects, properties, management, condition (financial or otherwise) or results of operations of Buyer, whether or not arising from transactions in the ordinary course of business, and Buyer shall not have sustained any material loss or interference with its business or properties from fire, explosion, flood or other casualty, whether or not covered by insurance, or from any labor dispute or any court or legislative or other governmental action, order or decree. (b) Price Waterhouse, LLP, independent accountants to Xxxxxxxx, shall have rendered its opinion(s) addressed to Xxxxxxxx and Xxxxxxx X. Xxxxxxxx, and dated the Closing Date, in form and substance satisfactory to Xxxxxxxx as to the appropriateness of pooling interest accounting for the Merger under Accounting Principles Board Opinion No. 16.
Sample 1
Additional Conditions to Obligations of Xxxxxxxx. The obligation of Xxxxxxxx to effect the Merger shall be further subject to the following conditions: (a) There shall not have been a material adverse change in the general affairs, business, business prospects, properties, management, condition (financial or otherwise) or results of operations of Buyer, whether or not arising from transactions in the ordinary course of business, and Buyer shall not have sustained any material loss or interference with its business or properties from fire, explosion, flood or other casualty, whether or not covered by insurance, or from any labor dispute or any court or legislative or other governmental action, order or decree.
Sample 1
Additional Conditions to Obligations of Xxxxxxxx. The obligation of Xxxxxxxx to effect the Merger is subject to the satisfaction of each of the following additional conditions, any of which may be waived in writing exclusively by Xxxxxxxx:
Sample 1

Related to Additional Conditions to Obligations of Xxxxxxxx

  • Additional Conditions to Obligations of Company The obligation of Company to consummate and effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by Company:

  • Additional Conditions to Obligations of Seller The obligation of Seller to effect the Merger is subject to the satisfaction of each of the following conditions, any of which may be waived, in writing, exclusively by Seller:

  • Additional Conditions to Obligations of Buyer The obligation of Buyer to effect the Closing is subject to the satisfaction of each of the following conditions on or prior to the Closing Date, any of which may be waived in whole or in part in writing exclusively by Buyer:

  • Additional Conditions to Obligations of the Company The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:

  • Additional Conditions to Obligation of the Company The obligation of the Company to effect the Merger is also subject to the following conditions:

  • Additional Conditions to the Obligations of the Company The obligation of the Company to consummate and effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:

  • Conditions to Obligations OF EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of the following conditions:

  • Conditions to Obligations of Parent The obligation of Parent to effect the Merger is also subject to the satisfaction, or waiver by Parent, at or prior to the Effective Time, of the following conditions:

  • Conditions to Xxxxx’x Obligations The obligations of Xxxxx hereunder with respect to a Placement will be subject to the continuing accuracy and completeness of the representations and warranties made by the Company herein, to the due performance by the Company of its obligations hereunder, to the completion by Xxxxx of a due diligence review satisfactory to Xxxxx in its reasonable judgment, and to the continuing satisfaction (or waiver by Xxxxx in its sole discretion) of the following additional conditions:

  • Conditions to Obligations of Company The obligation of Company to effect the Merger is also subject to the satisfaction or waiver by Company at or prior to the Effective Time of the following conditions:

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