CONDITIONS PRECEDENT TO OBLIGATIONS OF STOCKHOLDERS. The obligations of the Stockholders hereunder are subject to the satisfaction on or prior to the Closing Date (or such earlier date specified below) of the following conditions:
CONDITIONS PRECEDENT TO OBLIGATIONS OF STOCKHOLDERS. The obligations of Stockholders with respect to actions to be taken on the Closing Date are subject to the satisfaction or waiver on or prior to the Closing Date of all of the following conditions. Upon Closing, all conditions not satisfied shall be deemed to have been waived:
CONDITIONS PRECEDENT TO OBLIGATIONS OF STOCKHOLDERS. 22 9.1 Representations and Warranties; Performance of Obligations........................22 9.2
CONDITIONS PRECEDENT TO OBLIGATIONS OF STOCKHOLDERS. The obligations of Stockholders arising under this Agreement to be performed at the Closing are subject to fulfillment at or prior to the Closing of each of the following conditions:
(a) Each of the representations and warranties of Buyer contained in this Agreement shall be true and correct as of the date of this Agreement and as of the Closing (as if made as of the Closing).
(b) Buyer shall have complied with section 4.6.
(c) CSI and Stockholders shall have entered into a registration rights agreement (the "Registration Rights Agreement") which, upon registration of the Closing Shares in accordance therewith, will allow Stockholders (or their respective partners) to sell the Closing Shares issued to them under this Agreement in market transactions from time to time for a period of two years after the effective date of such registration statement, subject to certain limitations, including a provision limiting aggregate sales by Stockholders and their partners during each calendar month to the greater of (i) 1% of the outstanding CSI Common Stock or (ii) the average weekly trading volume of CSI Common Stock during the preceding calendar month. The Registration Rights Agreement will require that the registration statement be filed with the SEC promptly following a request by the Stockholders and shall contain such other provisions as the parties may mutually agree.
CONDITIONS PRECEDENT TO OBLIGATIONS OF STOCKHOLDERS. The obligations of Stockholders to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction of the following conditions, or to the waiver thereof by Stockholders in the manner contemplated by Section 6.2 at the Closing:
(a) Representations and Warranties of the Company True on Closing Date. The representations and warranties of the Company herein contained shall be true as of and at the Closing Date in all material respects with the same effect as though made at such date, except as affected by transactions permitted or contemplated by this Agreement; the Company shall have performed and complied in all material respects with all covenants required by this Agreement to be performed or complied with by it before the Closing Date;
CONDITIONS PRECEDENT TO OBLIGATIONS OF STOCKHOLDERS. Warranties True as of Both Present Date and Closing Date....45
CONDITIONS PRECEDENT TO OBLIGATIONS OF STOCKHOLDERS. The obligations of the Company under Article II of this Agreement are subject to the satisfaction or waiver by the Company of the following conditions precedent on or before the Closing Date:
7.1 Warranties True as of Both Present Date and Closing Date. The representations and warranties of Purchaser contained herein and in its Related Agreements shall have been accurate, true and correct on and as of the date hereof and of the Related Agreements, respectively, and, except to the extent that any such representation or warranty is made solely as of the date hereof or as of another date earlier than the Closing Date, shall also be accurate, true and correct in all material respects on and as of the Closing Date with the same force and effect as though made by Purchaser on and as of the Closing Date.
CONDITIONS PRECEDENT TO OBLIGATIONS OF STOCKHOLDERS. The obligations of Stockholders to consummate the Merger and to perform their other obligations contemplated hereby to be taken at or prior to the Closing are subject to the satisfaction (unless waived in writing by Stockholders’ Representative), at or prior to the Closing, of each of the following conditions:
CONDITIONS PRECEDENT TO OBLIGATIONS OF STOCKHOLDERS. The obligations of the Stockholders with respect to actions to be taken on the Closing Date are subject to the satisfaction or waiver on or prior to the Closing Date of all of the following conditions. If any such conditions has not been satisfied, the Stockholders shall have the right to terminate this Agreement, or in the alternative, waive any condition not so satisfied. Any act or action of the Stockholders in consummating the Closing shall constitute a waiver of any conditions not so satisfied. However, no such waiver shall be deemed to affect the survival of the representations and warranties of Purchaser contained in Section 3 or the indemnification obligations contained in Section 8.
CONDITIONS PRECEDENT TO OBLIGATIONS OF STOCKHOLDERS. The obligations of each Stockholder to transfer the Shares and receive in exchange the Tammcorp Common Stock as contemplated hereby are subject to the fulfillment of the condition that, at the Closing, the representations and warranties of Tammcorp set forth in this Agreement that are qualified as to materiality shall be true and correct in all respects, and all other representations and warranties of Tammcorp set forth in this Agreement shall be true and correct in all material respects, in each case as of the date of this Agreement and as of the Closing as though made as of the Closing, except to the extent such representations and warranties are specifically made as of a particular date (in which case such representations and warranties shall be true and correct as of such date).
