Conditions of the Purchaser’s Obligations. The obligations of the Purchaser to purchase and pay for the Private Placement Warrants are subject to the fulfillment, on or before each Closing Date, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligations of the Purchaser to purchase and pay for the Sponsor Warrants are subject to the fulfillment, on or before the Closing Dates, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligation of each Purchaser to purchase and pay for the Units is subject to the following conditions unless waived in writing by the Purchaser:
(a) The representations and warranties of the Company contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date. The Company shall have complied in all material respects with all agreements and satisfied all conditions on its part to be performed or satisfied hereunder at or prior to the Closing Date.
(b) None of the issuance and sale of the Securities pursuant to this Agreement or any of the transactions contemplated by any of the other Transaction Documents shall be enjoined (temporarily or permanently) and no restraining order or other injunctive order shall have been issued in respect thereof. There shall not have been any legal action, order, decree or other administrative proceeding instituted or, to the Company’s knowledge, threatened against the Company or against any Purchaser relating to the issuance of the Securities or any Purchaser’s activities in connection therewith or any other transactions contemplated by this Agreement, the other Transaction Documents or the Disclosure Documents.
(c) The Purchaser shall have received certificates, dated the Closing Date and signed by the Chief Executive Officer and the Chief Financial Officer of the Company, to the effect of paragraphs 5(a) and (b).
(d) The Company shall have obtained any and all consents, permits and waivers necessary or appropriate for consummation of the transactions contemplated by the Transaction Documents.
Conditions of the Purchaser’s Obligations. The obligations of the Purchaser under this Agreement to purchase the Shares are subject to each of the following terms and conditions:
(a) On the Closing Date, the Company shall receive subscription proceeds for shares of Common Stock sold pursuant to the Rights Offering and the Subscription Agreements equal to at least $100 million.
(b) The representations and warranties of the Company contained in this Agreement and in the certificate delivered pursuant to Section 6(c) shall be true and correct when made and on and as of the Closing Date as if made on such date and the Company shall have performed all covenants and agreements and satisfied all the conditions contained in this Agreement required to be performed or satisfied by it at or before such Closing Date.
(c) The Purchaser shall have received on the Closing Date a certificate, addressed to it and dated the Closing Date, of the chief executive or chief operating officer and the chief financial officer or chief accounting officer of the Company, to the effect that the signers of such certificate have carefully examined this Agreement and that the representations and warranties of the Company contained in this Agreement are true and correct as if made on and as of the Closing Date, with the same effect as if made on the Closing Date, and the Company has performed all covenants and agreements and satisfied all conditions contained in this Agreement required to be performed or satisfied by it at or prior to such Closing Date.
(d) No order preventing or suspending the use of the Prospectus shall have been or shall be in effect and no order suspending the effectiveness of the Registration Statement shall be in effect and no proceedings for such purpose shall be pending before or threatened by the Commission, and any requests by the Commission for additional information (to be included in the Registration Statement or the Prospectus or otherwise) shall have been complied with.
(e) On the Closing Date there shall have been furnished to the Purchaser the opinion of Xxxxx, Xxxxxxx & Xxxxxxx, Panamanian counsel for the Company, dated the Closing Date and in form and substance satisfactory to counsel for the Purchaser, to the effect that:
(i) The Company has been duly organized and is validly existing as a limited liability company in good standing under the laws of the Republic of Panama and is duly qualified to do business and is in good standing in the Republic of Panama and, to the best knowledge of such co...
Conditions of the Purchaser’s Obligations. The obligations of the Purchaser to purchase and pay for the Private Placement Warrants are subject to the fulfillment, on or before the IPO Closing Date, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligations of the Purchaser to purchase and pay for the $15 Exercise Price Warrants are subject to the fulfillment, on or before the Closing Date, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligation of the Purchaser to purchase and pay for the Founders’ Units and Private Placement Warrants is subject to the fulfillment, on or before the applicable Closing Date, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligations of the Purchaser to purchase and pay for the Underwriter Warrants are subject to the fulfillment, on or before the Closing Dates, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligations of the Purchaser under Section 2 hereof are subject to the fulfillment prior to or on the Closing Date of all of the following conditions, any of which may be waived in whole or in part by the Purchaser.
Conditions of the Purchaser’s Obligations. The obligation of each Purchaser to consummate the transactions contemplated herein at the Closing is subject to the satisfaction on or before the date of the Closing of the following conditions, all or any of which may be waived in writing by each Purchaser as to its obligation to consummate the transaction so contemplated: