CONDITIONS PRECEDENT TO ACQUIROR’S OBLIGATIONS. 8.1 All obligations of the Acquiror to acquire the Acquired Corporation Shares under this Agreement are subject to the fulfillment prior to or at the Closing of each of the following conditions:
CONDITIONS PRECEDENT TO ACQUIROR’S OBLIGATIONS. Notwithstanding the execution and delivery of this Agreement or the performance of any part hereof, Acquiror's obligations to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction of each of the conditions set forth in this Article VII, except to the extent that such satisfaction is waived in writing by Acquiror.
CONDITIONS PRECEDENT TO ACQUIROR’S OBLIGATIONS. 22 7.1 Representations and Warranties of the Transferor.............23 ------------------------------------------------ 7.2 Performance of this Agreement................................23 ----------------------------- 7.3 Absence of Proceedings.......................................23 ---------------------- 7.4 Consents.....................................................23 -------- 7.5 Good Standing Certificate....................................23 ------------------------- 7.6 Material Adverse Change......................................23 ----------------------- 7.7 Opinion of Counsel...........................................24 ------------------ 7.8 Failure of Conditions........................................24 --------------------- 7.9 Employment Agreement.........................................24 --------------------
CONDITIONS PRECEDENT TO ACQUIROR’S OBLIGATIONS. All obligations of Acquiror and MergerSub under this Agreement are subject to the fulfillment (or waiver in writing by a duly authorized officer of Acquiror to the extent permitted by law), prior to or at the Closing, of each of the following conditions:
CONDITIONS PRECEDENT TO ACQUIROR’S OBLIGATIONS. The obligations of Acquiror to consummate the transactions contemplated by this Agreement are subject to the satisfaction of the following conditions on or before the Closing Date, unless specifically waived in writing by Acquiror prior to the Closing Date:
CONDITIONS PRECEDENT TO ACQUIROR’S OBLIGATIONS. The obligations of Acquiror under this Agreement are subject to the fulfillment or satisfaction, prior to or at the Closing, of each of the following conditions precedent:
