Conditions Precedent - Seller. The obligations of Seller to effect the transactions contemplated hereby shall be subject to satisfaction of the following conditions at or prior to the Effective Time unless waived by Seller pursuant to Section 7.4 hereof.
Conditions Precedent - Seller. The obligations of Seller under this Agreement are contingent upon each of the following:
Conditions Precedent - Seller. 5.1 The Seller’s obligation to sell the Aircraft hereunder is subject to the following express conditions precedent on the Delivery Date:
Conditions Precedent - Seller. 6.1 The obligations of any Seller to sell, transfer or deliver any Aircraft or Beneficial Interest of any LIFT Entity hereunder are subject to the satisfaction of the following express conditions precedent on or prior to the applicable BI Transfer Date in the case of any Beneficial Interest or the applicable Delivery Date in the case of any Independent Aircraft, as the case may be:
Conditions Precedent - Seller. 6.1 The obligations of any Seller to sell, transfer or deliver any Aircraft or Beneficial Interest of any Genesis Entity hereunder are subject to the satisfaction of the following express conditions precedent on or prior to the applicable BI Transfer Date in the case of any Beneficial Interest or the applicable Delivery Date in the case of any Independent Aircraft, as the case may be:
Conditions Precedent - Seller. The obligations of Seller to effect the Cash-Out Merger shall be subject to satisfaction of the following conditions at or prior to the Closing unless waived by Seller pursuant to Section 8.5 hereof.
Conditions Precedent - Seller. It shall be conditions precedent to Seller’s obligation to sell the Property to Purchaser that (i) Purchaser shall have performed, observed and complied in all material respects with all of the covenants, agreements and conditions required by this Agreement to be performed, observed and complied with by Purchaser at or prior to Closing, including, without limitation, the delivery of the items described in Section 5.3, (ii) all of Purchaser’s representations and warranties contained in Section 9.3 shall have been true and correct in all material respects when made and remain true and correct as of the Closing Date, (iii) Major Tenant has either delivered on or before the Closing a waiver of its ROFO, or, after having received the requisite written notice of this Agreement, has allowed the period during which Major Tenant was entitled to exercise its ROFO to pass without exercising such right (provided, however, that Seller and Purchaser agree that that certain waiver letter from Major Tenant, dated as of October 26, 2016, is sufficient to satisfy the condition set forth in this Section 4.4(iii) for the Transaction as contemplated by the terms of this Agreement).
Conditions Precedent - Seller. 38 6.3 Conditions Precedent - Buyer. . . . . . . . . . . . 39
Conditions Precedent - Seller. The obligations of Seller to effect the sale and transfer of the Shares shall be subject to satisfaction of the following conditions at or prior to the Closing.
Conditions Precedent - Seller. The obligations of Seller at the Closing hereunder are subject, at Seller's election, to the satisfaction on or prior to the date of Closing of the conditions set forth below. Notwithstanding the failure of any one or more of such conditions, Seller may nevertheless proceed with Closing without satisfaction, in whole or in part, of any one or more of such conditions and without written waiver. To the extent that as of the date of Closing Seller has knowledge of the failure of any of such conditions or the breach by Buyer of any of the representations or warranties contained in this Agreement and nevertheless proceeds with Closing, Seller shall be deemed to have waived for all purposes any rights or remedies it may have against Buyer by reason of failure of any condition or the breach of any such representation or warranty.
