Condition to Obligation of the Company. The obligation of the Company to effect the Merger is further subject to the following conditions:
Condition to Obligation of the Company. The obligation of the Company to effect the Acquisition is further subject to the following conditions:
Condition to Obligation of the Company. The obligation of the Company to effect the Merger is further subject to the condition that Merger Sub shall have accepted shares of Company Common Stock for payment pursuant to the Offer.
Condition to Obligation of the Company. The obligation of the Company to effect the Merger is subject to the condition that (i) Parent and Sub shall have performed in all material respects all obligations to be performed by them under this Agreement at or prior to the Effective Time of the Merger and (ii) the representations and warranties of Parent and Sub contained in this Agreement and in any certificate or other writing delivered by Parent or Sub pursuant hereto, disregarding all qualifications and exceptions contained herein and therein relating to materiality or material adverse effect or any similar standard or qualification, shall be true in all material respects at and as of the Effective Time of the Merger as if made at and as of such time.
Condition to Obligation of the Company. The obligations of the Company to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at or prior to the Closing, of the Company obtaining the requisite approval and consent from the Board of Directors of the Company to enter into this Agreement and the Release and to consummate the Transactions (the “Board Consent”). If the Company fails to obtain the Board Consent by the Closing Time, the Company may, by written notice to the Sellers prior to the Closing Time, extend the Closing Time by up to 24 hours (the “Subsequent Closing Period”). If the Company fails to obtain the Board Consent by the end of the Subsequent Closing Period, the Company may terminate this Agreement by delivering written notice to Sellers. Upon receipt of the Company’s written termination of this Agreement by Sellers, this Agreement shall have no further force or effect (except with respect to Section 5.1 and Article VI). The provisions of Section 5.1 and Article VI shall survive the termination of this Agreement and all other obligations hereunder.
Condition to Obligation of the Company. The obligation of the Company to effect the Merger is subject to the following conditions:
(a) Parent and Sub shall have performed in all material respects all obligations to be performed by them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Sub by their respective chief executive officers and chief financial officers to such effect.
Condition to Obligation of the Company. The obligation of the Company to effect the Merger is further subject to the satisfaction by Parent and Sub (or waiver by the Company) on or prior to the Closing Date of the following conditions:
Condition to Obligation of the Company. The obligation of the Company to consummate the Closing is subject to the satisfaction of the following further condition:
Condition to Obligation of the Company. The obligation of the Company to effect the Exchange is further subject to the condition that (i) Parent shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Cap Rock Holding by the chief executive officer and the chief financial officer of Parent and Cap Rock Holding to such effect, and (ii) Parent shall have assumed the Agreement between Axxxxxx Ventures, L.L.C. and the Company dated September 24, 2002 (the “AVA”) and all related agreements to the extent required under the AVA.
Condition to Obligation of the Company. The obligation of the Company to effect the Exchange is further subject to the condition that Parent shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date (including under Section 2.02(a)), and the Company shall have received a certificate signed on behalf of Parent by the chief executive officer and the chief financial officer or chief accounting officer of Parent to such effect.
