Conditions Precedent to the Obligation of the Company to Close. The obligation of the Company to enter into and complete the Closing is subject to the fulfillment on or prior to the Closing Date of the following conditions, any one or more of which may be waived by the Company:
Conditions Precedent to the Obligation of the Company to Close. The obligation of the Company to issue and sell the Purchased Stock and the obligation of the Company to perform its other obligations hereunder shall be subject to the satisfaction as determined by, or waiver by, the Company of the following conditions on or before the Closing Date:
Conditions Precedent to the Obligation of the Company to Close. The obligation hereunder of the Company to close and effect the Exchange at the Closing is subject to the satisfaction or waiver, at or before the Closing of the conditions set forth below:
(a) Accuracy of the Purchaser's Representations and Warranties. The representations and warranties of the Purchaser shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects as of such date.
(b) Performance by the Purchaser. The Purchaser shall have performed, satisfied and complied in all material respects with all covenants, agreements and conditions required by this Agreement to be performed, satisfied or complied with by the Purchaser at or prior to the Closing.
(c) No Injunction, Statute or Rule. No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction which prohibits the consummation of any of the transactions contemplated by this Agreement.
Conditions Precedent to the Obligation of the Company to Close. The obligation hereunder of the Company to close and effect the Exchange at the Closing is subject to the satisfaction or waiver, at or before the Closing of the conditions set forth below:
Conditions Precedent to the Obligation of the Company to Close. The obligation hereunder of the Company to issue and sell the Purchased Shares, to issue the Convertible Debenture and to grant the Warrant to the Purchaser, is subject to the fulfillment at or before the Closing of the following conditions precedent, any one or more of which (excluding the condition set forth in sub section (iv) below) may be waived in writing, in whole or in part, by the Company, which waiver shall be at the sole discretion of the Company.
Conditions Precedent to the Obligation of the Company to Close. The obligation hereunder of the Company to close and effect the Exchange at the Closing is subject to the satisfaction or waiver, at or before the Closing of the conditions set forth below:
(a) Accuracy of the Purchasers' Representations and Warranties. The representations and warranties of each Purchaser shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects as of such date.
Conditions Precedent to the Obligation of the Company to Close. The obligation hereunder of the Company to issue and sell the Shares to the Investor is subject to the Term Precedent having been complied with within 120 days following the date hereof, and the fulfillment at or before the Closing of the following conditions precedent, any one or more of which may be waived in writing, in whole or in part, by the Company, which waiver shall be at the sole discretion of the Company.
Conditions Precedent to the Obligation of the Company to Close. The Company’s obligation to consummate the transactions contemplated by this Agreement is subject to the satisfaction (or waiver by the Company), at or prior to the Closing, of each of the following conditions:
Conditions Precedent to the Obligation of the Company to Close. The obligation of the Company to enter into and complete each of the Closings is subject, at the option of the Company acting in accordance with the provisions of Article 8 with respect to termination of this Agreement, to the fulfillment on or prior to each of the Closing Dates of the following conditions, which may be waived by the Company: (i) The representations and warranties of the Sellers contained in this Agreement shall be true on and as of each such Closing Date with the same force and effect as though made on and as of each such Closing Date; (ii) each of the Sellers shall have performed and complied with all covenants and agreements required by this Agreement to be performed or complied with by such Seller on or prior to such Closing Date; (iii) each of the Sellers shall have delivered to the Company a certificate, dated each such Closing Date and signed by such Seller, to the effect of clauses (i) and (ii); (iv) there shall not exist any injunction, court order, law or other governmental action prohibiting or restraining the consummation of the transaction; (v) the Board of Directors of the Company shall have approved the transactions contemplated hereby; and (vi) with respect to the First Closing, the Company, the Sellers and the Escrow Agent shall have entered into the Escrow Agreement.
Conditions Precedent to the Obligation of the Company to Close. The obligation hereunder of the Company to issue and sell Ordinary Shares at the Closing is subject to the satisfaction or waiver by the Company, at or before the Closing, of each of the following Conditions:
(a) each of the representations and warranties of each Investor contained in this Agreement shall be true and correct in all material respects as of the date when made and as of the Closing, as though made at that time;
(b) if applicable, the Nasdaq Stock Market shall have waived application of the 15 day prior notice contained in the NASD Marketplace Rule 4310(c)(17)(D) or such timeframe shall have expired without objections; and
(c) The Tel Aviv Stock Exchange has approved the listing of the Ordinary Shares issuable pursuant to this Agreement and the Ordinary Shares underlying the Warrants.
