Additional Conditions to the Company s Obligations under this Agreement(c) . In addition to the conditions set forth in Section 11(a) above, the obligation of the Company to consummate the transactions contemplated hereby with respect to the Investor Offered Shares and the Backstop Acquired Shares shall be subject to the satisfaction prior to the Closing Date of each of the following conditions (which may not be waived, in whole or in part, without the prior written consent of Xxxxxxx):
Additional Conditions to the Company s Obligations under this Agreement. In addition to the conditions set forth in Section 7(a), the obligation of the Company to consummate the transactions contemplated hereby shall be subject to the satisfaction of each of the following conditions (which may be waived in whole or in part by the Company in its sole discretion):
Additional Conditions to the Company s Obligation to Consummate the ------------------------------------------------------------------- Merger. The Company's obligation to consummate the Merger and to take the other ------ actions required to be taken by the Company at the Closing shall be subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by the Company, in whole or in part):
Additional Conditions to the Company s Obligation to Effect the --------------------------------------------------------------- Merger. The obligation of the Company to effect the Merger is also subject to ------ the satisfaction or waiver at or prior to the Effective Time of the following conditions: (a) the representations and warranties of FKWW and FKW Sub contained in this Agreement shall be true and correct in all material respects on and as of the Effective Time as though made on and as of such time (except for those made as of a specified date (including "as of the date hereof") which shall be true and correct as of such date), and (b) FKWW and FKW Sub shall have performed in all material respects their respective obligations hereunder required to be performed on or before the Effective Time; provided, however, upon the closing -------- ------- of the purchase of the Control Stock pursuant to the terms of the Xxxxxxxxx Purchase Agreement, the conditions set forth in clause (a) of this Section 7.2 shall no longer be applicable.
