Conditions for the Benefit of the Company. The transactions contemplated herein are subject to the following conditions to be fulfilled or performed on or prior to the Closing Date, which conditions are for the exclusive benefit of the Company and may be waived, in whole or in part, by the Company in its sole discretion:
Conditions for the Benefit of the Company. The obligation of the Company to complete the Business Combination is subject to the satisfaction of the following conditions on or prior to the Effective Date, each of which may be waived by the Company:
Conditions for the Benefit of the Company. The purchase and sale of the Preferred Shares is subject to the following conditions to be fulfilled or performed prior to the Closing, which conditions are for the exclusive benefit of the Company and may be waived, in whole or in part, by the Company in its sole discretion:
Conditions for the Benefit of the Company. As of the Closing Date, the Lead Agent shall have delivered to the Company each of the following:
(a) all duly completed Subscription Agreements tendered by the Subscribers for the Convertible Note Units being issued and sold and, where applicable, all completed forms, schedules and certificates contemplated by the Subscription Agreements and this Agreement;
(b) a direction of the Lead Agent to the Company to transfer the gross proceeds of the Offering, less the Agents’ Commission and the Agents’ Expenses;
(c) a wire transfer of immediately available funds in an amount equal to the aggregate purchase price for the Convertible Note Units sold pursuant to the Offering, less an amount equal to the Agents’ Commission and the Agents’ Expenses; and
(d) the Agents’ receipt for the Agents’ Commission, the Agents’ Expenses and the Compensation Warrant Certificates representing the Compensation Warrants.
Conditions for the Benefit of the Company. The sale by the Vendor and the purchase by the Company of the Repurchased Shares is subject to the following conditions, which are for the exclusive benefit of the Company and which are to be performed or complied with at or prior to the Closing:
(a) The representations and warranties of the Vendor in Section 3(a) will be true and correct in all materials respect as of Closing; and
(b) The Vendor will have performed or complied with all of the obligations and covenants and conditions to the Agreement to be performed or complied with by the Vendor at or prior to Closing; and
(c) The Transaction shall have closed prior to the Cut Off Date.
Conditions for the Benefit of the Company. The obligation of the ----------------------------------------------- Company to complete the Conversion shall be subject to the fulfilment, or the waiver by the Company, of the following conditions, each of which is for the exclusive benefit of the Company and may be waived by the Company at any time, in whole or in part, in its sole discretion without prejudice to any other rights that it may have:
(a) prior to January 15, 2002, the Conversion shall have been conditionally approved by extraordinary resolution of the Debentureholders pursuant to the Indenture;
(b) on or before January 15, 2002, the Company shall have received the conditional approval of The Toronto Stock Exchange (the "TSE") for the Conversion, the Rights Issue (to the extent that it may be deemed to be a private placement) and, if necessary, the Interim Funding and shall have satisfied all conditions imposed by the TSE for the completion of the Conversion, the Rights Issue (to the extent that it may be deemed to be a private placement) and the Interim Funding including but not limited to securing shareholder approval therefor;
(c) the Company shall have received all necessary regulatory and government approvals for the completion of the Conversion;
(d) to the best knowledge of the Company, no litigation, investigation or proceeding of or before any governmental authority, arbitrator, court or administrative agency shall be pending seeking to enjoin or restrain or otherwise materially affect the ability of the parties to consummate the transactions contemplated herein, including the Conversion; and
(e) (deleted).
Conditions for the Benefit of the Company. The obligation of the Company to complete the subscription of the Purchased Shares and the Warrants pursuant to this Agreement shall be subject to the Company:
(a) being satisfied that all of the representations and warranties of IFC made in or pursuant to this Agreement shall be true and correct in all material respects as at the Closing and with the same effect as if made at and as of the Closing;
(b) the Company has received a counterpart of this Agreement duly executed and delivered by IFC;
(c) IFC shall have delivered to the Company a completed and executed certificate in the form attached as Schedule “8” hereto establishing that IFC is an accredited investor, as that term is defined in Rule 501 of Regulation D, promulgated by the Securities and Exchange Commission pursuant to the U.S. Securities Act; and
(d) IFC shall have provided the undertaking in the form attached hereto as Schedule “9” to the TSXV in respect of the Warrants.
Conditions for the Benefit of the Company. The Closing is subject to the satisfaction of or compliance with, on or before the Closing Date, each of the conditions in this Section 5.2, each of which is for the exclusive benefit of the Company and may be waived, in whole or in part, by the Company in its sole discretion.
Conditions for the Benefit of the Company. The obligation of the Company to complete the Exchange is subject to the satisfaction, or waiver by the Company, at or before the Closing Date, of the following conditions, which are for the sole benefit of the Company and which may be waived, in whole or in part, by the Company at any time without prejudice to the Company’s right to rely on any other condition precedent.
Conditions for the Benefit of the Company. The obligation of the Company to issue the Units is subject to the following terms and conditions which are for the exclusive benefit of the Company to be performed or complied with at or prior to the Closing:
(1) the representations and warranties of the Underwriter set forth in Section 2 (c) shall be true and correct at the Closing with the same force and effect as if made at and as of such time; and
(2) the Underwriter shall have--performed or complied with all of the terms, covenants and conditions of this Agreement to be performed or complied with by the Underwriter prior to the Closing.
