Common use of Company’s Conditions Clause in Contracts

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares to each Purchaser shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) the representations and warranties of such Purchaser contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and all other representations and warranties of such Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing Date; and (c) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s closing deliveries described in Section 2.6,

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares to each Purchaser at a Closing shall be subject to the satisfaction on or prior to the such Closing Date of each of the following conditions with respect to such Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) (i) the representations and warranties of such Purchaser contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and (ii) all other representations and warranties of such Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing DateClosing; and (c) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s closing deliveries deliverables described in Section 2.6,.

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares Securities to each Purchaser shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) the representations and warranties of such Purchaser contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and all other representations and warranties of such Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing Date; and (c) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s closing deliveries described in Section 2.6,

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares to each Purchaser shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) (i) the representations and warranties of such Purchaser (A) set forth in Sections 4.1, 4.2 and 4.4 and (B) contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and (ii) all other representations and warranties of such Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing Date; and (c) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s closing deliveries described in Section 2.6,.

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares Common Stock to each Purchaser of the Purchasers shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such each Purchaser individually and not the Purchasers jointly (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (ai) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement in all material respects that are required to be performed and complied with by that Purchaser on or prior to the Closing Date; (ii) the representations and warranties of such Purchaser contained in this Agreement that are qualified by materiality or Purchaser Material Adverse Effect shall be true and correct when made and as of the Closing Date and all other representations and warranties of such Purchaser shall be true and correct in all material respects when made and as of the Closing Date, in each case as though made at and as of the Closing Date (except that representations of such Purchaser made as of a specific date shall be required to be true and correct as of such date only); (biii) since the date of this Agreement, no Purchaser Material Adverse Effect with respect to such Purchaser shall have performed occurred and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing Datecontinuing; and (civ) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s Closing, its closing deliveries described in Section 2.6,6.3 of this Agreement.

Company’s Conditions. The obligation of the Company to consummate the issuance Share Purchase and sale of the Purchased Shares to each Purchaser Preferred Stock Exchange at the Closing shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such the Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) (i) the representations and warranties of such the Purchaser contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and (ii) all other representations and warranties of such the Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such the Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such the Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing DateClosing; and (c) such the Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such the Purchaser’s closing deliveries deliverables described in Section 2.6,2.7.

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares Notes to each Purchaser of the applicable Purchasers on any applicable Closing Date shall be subject to the satisfaction on or prior to the such Closing Date of each Date, as applicable, of the following conditions with respect to such each Purchaser individually and not the Purchasers jointly (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (ai) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement in all material respects that are required to be performed and complied with by that Purchaser on or prior to such Closing Date; (ii) the representations and warranties of such Purchaser contained in this Agreement that are qualified by materiality or Purchaser Material Adverse Effect shall be true and correct when made and as of the such Closing Date and all other representations and warranties of such Purchaser shall be true and correct in all material respects when made and as of the such Closing Date in each case as though made at and as of such Closing Date (except that representations of such Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing Date; and (ciii) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s Closing, its closing deliveries described in Section 2.6,7.3 of this Agreement.

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of Preferred Stock Exchange at the Purchased Shares to each Purchaser Closing shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such the Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) (i) the representations and warranties of such the Purchaser contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and (ii) all other representations and warranties of such the Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such the Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such the Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing DateClosing; and (c) such the Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such the Purchaser’s closing deliveries deliverables described in Section 2.6,.

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares to each Purchaser shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) the representations and warranties of such Purchaser contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and all other representations and warranties of such Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing Date; and (c) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s closing deliveries described in Section 2.6,2.7.

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares Securities to each Purchaser shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) the representations and warranties of such Purchaser contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and all other representations and warranties of such Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing Date; and (c) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s closing deliveries described in Section 2.6,2.7.

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares to each Purchaser shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) the representations and warranties of such Purchaser contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and all other representations and warranties of such Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such purchase has received the confidential private placement memorandum. (c) such purchase shall have completed the questionnaire on Appendix I to the signature page, attached hereto. (d) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing Date; and (c) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s closing deliveries described in Section 2.6,

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares to each the Purchaser shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such the Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) the representations and warranties of such the Purchaser contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and all other representations and warranties of such the Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such the Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such the Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing Date; and (c) such the Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such the Purchaser’s closing deliveries described in Section 2.6,

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares to each Purchaser shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) the representations and warranties of such Purchaser contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and all other representations and warranties of such Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing Date; and (c) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s closing deliveries described in Section 2.6,.

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares to each Purchaser shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such Purchaser (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) the representations and warranties of such Purchaser contained in this Agreement that are qualified by materiality shall be true and correct when made and as of the Closing Date and all other representations and warranties of such Purchaser shall be true and correct in all material respects as of the Closing Date (except that representations of such Purchaser made as of a specific date shall be required to be true and correct as of such date only); (b) such Purchaser shall have performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser on or prior to the Closing Date; and (c) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s 's closing deliveries described in Section 2.6,

Company’s Conditions. The obligation of the Company to consummate the issuance and sale of the Purchased Shares to each Purchaser the Investor shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions with respect to such Purchaser the Investor (any or all of which may be waived by the Company in writing, in whole or in part, to the extent permitted by applicable Law): (a) (i) the representations and warranties of such Purchaser the Investor (A) set forth in Sections 4.1 and 4.2(a) or (B) otherwise contained in this Agreement that are qualified by materiality or Material Adverse Effect, shall be true and correct when made and as of the Closing Date and (ii) all other representations and warranties of such Purchaser the Investor shall be true and correct in all material respects as of the Closing Date (except that representations and warranties of such Purchaser the Investor made as of a specific date shall be required to be true and correct as of such date only);; and (b) such Purchaser the Investor shall have delivered, or caused to be delivered, to the Company at the Closing the Investor’s closing deliveries described in Section 2.7. By acceptance of the Shares, the Investor shall be deemed to have represented to the Company that it has performed and complied with the covenants and agreements contained in this Agreement that are required to be performed and complied with by that Purchaser it on or prior to the Closing Date; and (c) such Purchaser shall have delivered, or caused to be delivered, to the Company at the Closing such Purchaser’s closing deliveries described in Section 2.6,.