Closing Conditions Closing Sample Clauses

Closing Conditions Closing. The consummation of the transactions contemplated hereby are subject to the following conditions to closing: (i) Aston shall have consummated its acquisition of the Units from Holding, (ii) Viisage and Holding shall have consummated the transactions contemplated by the Agreement and Plan of Merger between Viisage, Holding, Target and the stockholders of Holding (the “Merger Agreement”) on terms satisfactory to Viisage, (iii) Aston shall have consummated its investment of $100 million in Viisage in accordance with the Investment Agreement, (iv) the representations and warranties of the parties hereunder shall be true and correct as of the closing date. The closing of the transactions contemplated hereby will take place at Xxxxxx, Xxxx & Xxxxxxx in Boston, Massachusetts on or before December 31, 2005, or such other time and place as may be mutually agreed to by the parties, provided that all conditions set forth herein have either been satisfied or, in the case of conditions not satisfied, waived in writing by the party entitled to the benefit of such conditions.
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Closing Conditions Closing 

Related to Closing Conditions Closing

  • FPS Closing Conditions (a) The obligation of the Purchaser to purchase the Forward Purchase Securities at the FPS Closing under this Agreement shall be subject to the fulfillment, at or prior to the FPS Closing of each of the following conditions, any of which, to the extent permitted by applicable laws, may be waived by the Purchaser:

  • Seller’s Closing Conditions The obligations of Seller under this Agreement are subject, at the option of Seller, to the satisfaction, at or prior to the Closing, of the following conditions:

  • Purchaser’s Closing Conditions The Purchaser’s obligations to close the transactions described in this Agreement are subject to the satisfaction at or prior to Closing of the following conditions precedent (the “Purchaser’s Closing Conditions”):

  • Closing Conditions (a) The obligations of the Company hereunder in connection with the Closing are subject to the following conditions being met:

  • Buyer’s Closing Conditions The obligations of Buyer under this Agreement are subject, at the option of Buyer, to the satisfaction, at or prior to the Closing, of the following conditions:

  • Closing Conditions to Closing The Lender will not be obligated to make the initial Loans or to obtain any Letters of Credit on the Closing Date, unless the following conditions precedent have been satisfied in a manner satisfactory to Lender:

  • Company Closing Conditions The Company’s obligation to consummate the transaction hereunder at the Closing shall be subject to the following conditions, any one or more of which may be waived by the Company:

  • Post-Closing Conditions On or before each of the dates specified in this Section 4.3, Borrower shall satisfy each of the items specified in the subsections below:

  • Forward Closing Conditions (a) The obligation of the Purchaser to purchase the Forward Purchase Securities at the Forward Closing under this Agreement shall be subject to the fulfillment, at or prior to the Forward Closing of each of the following conditions, any of which, to the extent permitted by applicable laws, may be waived by the Purchaser:

  • Satisfaction of Closing Conditions The Vendors agree to use their best efforts to ensure that the conditions set forth in Section 5.1, and the Purchaser agrees to use its best efforts to ensure that the conditions set forth in Section 5.3, are fulfilled at or prior to the Closing Time.

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