CONDITIONS OF CLOSING BY BUYER. The obligations of Buyer hereunder are, at its option, subject to satisfaction, at or prior to Closing, of each of the following conditions:
CONDITIONS OF CLOSING BY BUYER. The obligation of Buyer to close is subject to the satisfaction of the following conditions:
CONDITIONS OF CLOSING BY BUYER. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be subject, at Buyer's sole option, to the satisfaction of the following conditions precedent:
CONDITIONS OF CLOSING BY BUYER. 33 SECTION 13.1 Representations, Warranties and Covenants.............................................. 33 SECTION 13.2
CONDITIONS OF CLOSING BY BUYER. 27 7.1 Representations, Warranties and Covenants.................................................. 28 7.2 Compliance with Agreement.................................................................. 28 7.3 Closing Certificates....................................................................... 28 7.4 Third Party Consents and Governmental Approvals............................................ 28 7.5 No Adverse Proceedings..................................................................... 28
CONDITIONS OF CLOSING BY BUYER. The performance of the obligations of Buyer hereunder are subject to the satisfaction of each of the following express conditions precedent, provided that Buyer may, at its election, waive any of such conditions at Closing, notwithstanding that such condition is not fulfilled on the Closing Date:
CONDITIONS OF CLOSING BY BUYER. 33 11.1 Representations, Warranties and Covenants . . . . . . . . . . . . . . . . . . . . . . . . . . . 33 11.2
CONDITIONS OF CLOSING BY BUYER. 29 ------------------------------ 11.1 Representations and Warranties................................................ 29 ------------------------------ 11.2 Compliance with Agreement..................................................... 29 -------------------------
CONDITIONS OF CLOSING BY BUYER. The obligation of Buyer to close is subject to the satisfaction of the following conditions: (a) Buyer shall have had reasonable access during normal business hours to all data and records obligated to be provided Buyer as provided herein; (b) Buyer shall have had reasonable access to the Lands, Leases, Xxxxx, and Equipment included in the Interests to conduct an inspection for all purposes, including environmental condition; (c) All representations and warranties of Seller contained in this Agreement shall be true, correct, and not misleading in any material respects, and Seller shall have performed and satisfied all agreements and covenants in all material respects required by this Agreement to be performed and satisfied by Seller; (d) Seller shall have obtained and delivered to Buyer (i) all prerequisite waivers of preferential rights of purchase or the expiration thereof shall have occurred, and (ii) all necessary consents for transfer of the Interests, except those which by their nature cannot be requested or obtained until after Closing, or Buyer and Seller shall have adjusted the Purchase Price in accordance with the provisions of this Agreement; (e) No suit or other proceeding shall be pending or threatened before any court or governmental agency seeking to restrain, prohibit, or declare illegal, or seeking substantial damages in connection with the transaction contemplated hereby;
CONDITIONS OF CLOSING BY BUYER. 11.1 Representations, Warranties and Covenants 23 11.2 Governmental Consents 23 11.3 Governmental Authorizations 23 11.4 Adverse Proceedings 24 11.5 Third-Party Consents 24 11.6 Closing Documents 24 11.7 Time Brokerage Agreement Compliance 24 11.8 No Adverse Change 24 11.9 Closing on Topaz Merger Agreement 24 ARTICLE 12 CONDITIONS OF CLOSING BY SELLER 12.1 Representations, Warranties and Covenants 25 12.2 Governmental Consents 25 12.3 Adverse Proceedings 25 12.4 Closing Documents 25 12.5 Time Brokerage Agreement Compliance 25 12.6 Closing on Topaz Merger Agreement 26 ARTICLE 13 TRANSFER TAXES; FEES AND EXPENSES
