Conditions Precedent for all Parties Sample Clauses

Conditions Precedent for all Parties. The obligations of all parties to consummate the transactions contemplated by this Agreement shall be subject to fulfillment of each of the following conditions precedent on or prior to the Closing Date (any of which xxx be waived in writing in whole or in part by the parties):
Sample 1
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Conditions Precedent for all Parties. The respective obligations of Service Provider, the Authority and the Customer with respect to the Projects related to any Customer are each expressly conditioned on and subject to the receipt, prior to the commencement of construction of such Projects, of (a) any policies of insurance that the Service Provider is required to maintain hereunder and under the Company Lease Agreement and (b) the receipt by Service Provider of all required State and local regulatory permits, consents and approvals, including without limitation the New Jersey Department of Education to (i) design, permit, acquire, construct and install the Renewable Energy Projects in accordance with the Plans and Specifications and the technical specifications of Appendix C to the Company RFP attached as a portion of Exhibit A-1 to the Company Lease Agreement, such that the REP Acceptance Certificates required under the Company Lease Agreement can be obtained prior to the Required Completion Date, and (ii) design, permit, acquire, construct, renovate and install the Capital Improvement Projects, if any, in accordance with the Plans and Specifications and the attached technical specifications of the Company RFP such that the CIP Acceptance Certificates required under the Company Lease Agreement can be obtained prior to the Required Completion Date.
Sample 1
Conditions Precedent for all Parties. Each party’s obligation to consummate the transactions contemplated herein shall be subject to the following condition which may be waived by the parties jointly: no governmental agency or body, nor any federal or state court of competent jurisdiction or arbitrator shall have enacted, issued, promulgated, enforced or entered any statute, rule, regulation, executive order, decree, judgment, injunction or arbitration award or other order (in each case, whether temporary, preliminary or permanent) which is in effect and prevents or prohibits consummation of the transactions contemplated by this Agreement and no litigation or court or administrative proceeding shall be pending against any of the parties by any governmental agency or body or third party seeking to restrain, enjoin, prevent or otherwise prohibit consummation of the transactions contemplated hereby.
Sample 1
Conditions Precedent for all Parties. The Parties obligation to consummate the transactions contemplated herein shall be subject to the following conditions any one or more of which may be waived by the Parties jointly:
Sample 1
Conditions Precedent for all Parties 
Sample 1

Related to Conditions Precedent for all Parties

  • Conditions Precedent to All Purchases Each Purchase (including the initial Purchase) hereunder shall be subject to the further conditions precedent that:

  • Conditions Precedent to EFFECTIVENESS OF SECTIONS 2.01 AND 2.03. Sections 2.01 and 2.03 of this Agreement shall become effective on and as of the first date (the "EFFECTIVE DATE") on which the following conditions precedent have been satisfied:

  • Conditions precedent documents A Request may not be given until the Facility Agent has notified the Company and the Lenders that it has received all of the documents and evidence set out in Schedule 2 (Conditions precedent documents) in form and substance satisfactory to the Facility Agent. The Facility Agent must give this notification to the Company and the Lenders promptly upon being so satisfied.

  • Conditions Precedent The effectiveness of this Amendment is subject to the satisfaction of all of the following conditions precedent:

  • Conditions Precedent and Subsequent The payments and benefits provided under Sections 6(c) and 6(d) of this Agreement (other than the Accrued Benefits and other than in the event of termination by reason of Employee’s death or Disability) are subject to and conditioned upon (i) Employee having provided, within 60 days after the Date of Termination (or such greater period as required by law), a waiver and general release agreement in a form satisfactory to the Company, which form shall, in the case of a termination on or following a Change of Control, be a form approved by the Compensation Committee prior to the Change of Control that shall not be modified on or after the Change of Control without Employee’s prior written consent, that has become effective and irrevocable in accordance with its terms, and (ii) Employee’s compliance with Sections 7 and 8 of this Agreement. Employee shall, upon request by the Company, be required to repay to the Company (net of any taxes paid by Employee on such payments), and the Company shall have no further obligation to pay, the Severance Payment or CIC Severance Payment, as applicable, in the event Employee receives, within six months after the occurrence of the breach, written notice from the Company that, in the reasonable judgment of the Reporting Person, Employee has materially breached his obligations under Section 7 or 8 of this Agreement; provided, however, that, in cases where cure is possible, Employee shall first be provided a 15-day cure period to cease, and to cure, such conduct. The Severance Payment if any, payable hereunder shall be paid in substantially equal installments over the 6-month period, following the Date of Termination, consistent with the Company’s payroll practices, with the first installment to be paid within 65 days after the Date of Termination and with any installments that would otherwise have been paid prior to such date accumulated and paid in a lump sum on the first date on which payments are made in accordance with the terms of this sentence. The CIC Severance Payment, if any, payable hereunder shall be paid in one lump sum within 65 days after the Date of Termination; provided, however, that, unless the CIC Severance Payment relates to a transaction that satisfies the requirements of Treas. Reg. § 1.409A-3(i)(5), any portion of the CIC Severance Payment that constitutes deferred compensation within the meaning of Section 409A, will be paid at the earliest date that is permitted in accordance with the schedule that is applicable to the Severance Payment.

  • CONDITIONS PRECEDENT TO OBLIGATIONS OF EACH PARTY The obligations of each Party to effect the Merger and otherwise consummate the Contemplated Transactions to be consummated at the Closing are subject to the satisfaction or, to the extent permitted by applicable Law, the written waiver by each of the Parties, at or prior to the Closing Date, of each of the following conditions:

  • General conditions precedent The agreement of the Finance Parties referred to in clause 2 (Agreement of the Finance Parties) shall be further subject to:

  • Conditions Precedent to the Consummation of the Purchase ---------------------------- The following are conditions precedent to the consummation of the Agreement on or before the Closing Date:

  • Conditions Precedent to Obligations of Parties The respective obligations of each of the parties hereto hereunder are subject to the satisfaction, at or prior to the Closing Date, of each of the following conditions:

  • CONDITIONS PRECEDENT TO OBLIGATIONS OF SELLERS The obligations of Sellers to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to or on the Closing Date, of each of the following conditions (any or all of which may be waived by Sellers in whole or in part to the extent permitted by applicable Law):

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