Conditions of Closing of the Company. The obligation of the Company to consummate the purchase and sale of the Shares to each Purchaser is subject to the fulfillment to the Company’s reasonable satisfaction (or waiver by the Company) on or prior to the Closing of each of the following conditions: 7.1 Each representation and warranty made by such Purchaser in Section 4 above shall be true and correct as of the Closing as though made as of the Closing. By accepting the Shares to be issued to such Purchaser and delivering the Purchase Price therefor, such Purchaser shall be deemed to have reaffirmed such representations and warranties as of the Closing. 7.2 All covenants, agreements and conditions contained in this Agreement to be performed or complied with by such Purchaser on or prior to the Closing shall have been performed or complied with by it in all respects.
Appears in 3 contracts
Samples: Share Purchase Agreement (Easterly Government Properties, Inc.), Share Purchase Agreement (Otto Alexander), Share Purchase Agreement (Paramount Group, Inc.)
Conditions of Closing of the Company. The obligation of the Company to consummate the purchase and sale of the Shares to each Purchaser is subject to the fulfillment to the Company’s reasonable satisfaction (or waiver by the Company) on or prior to the Closing of each of the following conditions:
7.1 Each representation and warranty made by such Purchaser in Section 4 above shall be true and correct as of the Closing as though made as of the Closing. By accepting the Shares to be issued to such Purchaser and delivering the Purchase Price thereforPrice, such Purchaser shall be deemed to have reaffirmed such representations and warranties as of the Closing.
7.2 All covenants, agreements and conditions contained in this Agreement to be performed or complied with by such Purchaser on or prior to the Closing shall have been performed or complied with by it in all respects.
Appears in 2 contracts
Samples: Merger Agreement (Paramount Group, Inc.), Share Purchase Agreement (Paramount Group, Inc.)