Common use of Conditions of Each Party’s Obligations Clause in Contracts

Conditions of Each Party’s Obligations. The respective obligations of each party to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of (a) litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, any of the Transaction Documents or the Certificate of Designation, in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated hereby, and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting or enjoining the transactions contemplated by this Agreement.

Appears in 5 contracts

Samples: Series C Preferred Stock Purchase Agreement (Edgar Online Inc), Series B Preferred Stock Purchase Agreement (Bain Capital Venture Integral Investors, LLC), Series B Preferred Stock Purchase Agreement (Edgar Online Inc)

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Conditions of Each Party’s Obligations. The respective obligations of each party the Company and the Purchasers to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of the following: (a) any litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, any of the Transaction Documents or Documents, the Charter Amendment, the Certificate of DesignationDesignation (Series C), the Amended and Restated Certificate of Designation (Series B) or the Second Amended and Restated Certificate of Designation (Series A-1), in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated hereby, and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting or enjoining the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Phoenix Venture Fund LLC), Securities Purchase Agreement (Phoenix Venture Fund LLC), Securities Purchase Agreement (Communication Intelligence Corp)

Conditions of Each Party’s Obligations. The respective obligations of each party the Company and the Lenders to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of the following: (a) any litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, the Offering, any of the Transaction Documents or Documents, the Charter Amendment, the By-law Amendment, the Certificate of DesignationDesignation (Series B) or the Amended and Restated Certificate of Designation (Series A-1), in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated hereby, and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting or enjoining the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Exchange Agreement (Phoenix Venture Fund LLC), Exchange Agreement (Phoenix Venture Fund LLC), Exchange Agreement (Communication Intelligence Corp)

Conditions of Each Party’s Obligations. The respective obligations of each party to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of (a) litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, Agreement or any of the other Transaction Documents or the Certificate of DesignationDocuments, in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated hereby, and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting or enjoining the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Redeemable Convertible Preferred Stock and Warrant Purchase Agreement (Telesis Bio Inc.), Series a Convertible Preferred Subscription Agreement (Novavax Inc), Redeemable Convertible Preferred Stock Purchase Agreement (Dicerna Pharmaceuticals Inc)

Conditions of Each Party’s Obligations. The respective obligations of each party the Company and the Purchasers to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of the following: (a) any litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, the Recapitalization, any of the Transaction Documents or Documents, the Charter Amendment, the By-law Amendment, the Certificate of DesignationDesignation (Series B) or the Amended and Restated Certificate of Designation (Series A-1), in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated hereby, and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting or enjoining the transactions contemplated by this Agreement.

Appears in 3 contracts

Samples: Series B Preferred Stock Purchase Agreement (Phoenix Venture Fund LLC), Series B Preferred Stock Purchase Agreement (Phoenix Venture Fund LLC), Series B Preferred Stock Purchase Agreement (Communication Intelligence Corp)

Conditions of Each Party’s Obligations. The respective obligations of each party to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of (a) litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, any of the Transaction Documents or the Certificate of Designation, in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated hereby, and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby or thereby by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting or enjoining the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Securities Subscription Agreement (Novavax Inc)

Conditions of Each Party’s Obligations. The respective obligations of each party the Borrowers, the Agents and the Majority Noteholders, on behalf of all Noteholders, to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of the following: (a) any litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, any of the other Transaction Documents or the Certificate of DesignationCharter Amendment, in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated hereby, and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting or enjoining the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Exchange Agreement (Xplore Technologies Corp)

Conditions of Each Party’s Obligations. The respective obligations of each party to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of (a) litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, any of the other Transaction Documents or the Amended and Restated Certificate of Designation, in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated hereby, Incorporation and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby (or in the case of any statute, rule or regulation, awaiting signature or reasonably expected to become law), by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting supranational, that would, or enjoining would reasonably be expected to, prohibit or enjoin the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Bluestem Brands, Inc.)

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Conditions of Each Party’s Obligations. The respective obligations of each party to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of (ai) litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, any of the Transaction Documents or the Amended and Restated Certificate of Designation, in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated herebyIncorporation, and (bii) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby (or in the case of any statute, rule or regulation, awaiting signature or reasonably expected to become law), by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting supranational, that would, or enjoining would reasonably be expected to, prohibit or enjoin the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Series D Preferred Stock and Warrant Purchase Agreement (Nanosphere Inc)

Conditions of Each Party’s Obligations. The respective obligations of each party to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of (a) litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, any of the Transaction Documents or the Amended and Restated Certificate of Designation, in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated hereby, Incorporation and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby (or in the case of any statute, rule or regulation, awaiting signature or reasonably expected to become law), by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting supranational, that would, or enjoining would reasonably be expected to, prohibit or enjoin the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Bluestem Brands, Inc.)

Conditions of Each Party’s Obligations. The respective obligations of each party to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of (a) litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, any of the other Transaction Documents or the Amendment to the Certificate of Designation, in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated herebyIncorporation, and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby (or in the case of any statute, rule or regulation, awaiting signature or reasonably expected to become law), by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting supranational, that would, or enjoining would reasonably be expected to, prohibit or enjoin the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Irvine Sensors Corp/De/)

Conditions of Each Party’s Obligations. The respective obligations of each party to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of (a) litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, Agreement or any of the other Transaction Documents or the Certificate of Designation, in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated herebyhereby or thereby, and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting or enjoining the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (TRC Companies Inc /De/)

Conditions of Each Party’s Obligations. The respective obligations of each party to consummate the transactions at the Closing contemplated hereunder are subject to the parties being reasonably satisfied as to the absence of (a) litigation challenging or seeking damages in connection with the transactions contemplated by this Agreement, any of the Transaction Documents or any of the Certificate Certificates of Designation, in which there has been issued any order or injunction delaying or preventing the consummation of the transactions contemplated hereby, and (b) any statute, rule, regulation, injunction, order or decree, enacted, enforced, promulgated, entered, issued or deemed applicable to this Agreement or the transactions contemplated hereby by any court, government or governmental authority or agency or legislative body, domestic, foreign or supranational prohibiting or enjoining the transactions contemplated by this Agreement.

Appears in 1 contract

Samples: Series E Preferred Stock Purchase Agreement (Princeton Review Inc)

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