Conditions Precedent to the Purchaser's Obligations to Perform Sample Clauses

Conditions Precedent to the Purchaser's Obligations to Perform. The Purchaser's obligation under this Agreement to purchase the Property is subject to the fulfillment of each of the following conditions: (i) the representations and warranties of the Seller contained herein shall be materially true, accurate and correct as of the Closing Date except to the extent they relate only to an earlier date (in which case they shall be true, accurate and correct as of such earlier date), and except to the extent any such untruth, inaccuracy or incorrectness is a result of the actions or omissions of the Purchaser, any of the Purchaser's Affiliates, the Prime Tenant, any of the Prime Tenant's Affiliates, or any of their respective agents, representatives, invitees, guests or contractors; (ii) the Seller shall be ready, willing and able to deliver title to the Property in accordance with the terms and conditions of this Agreement; (iii) the Seller shall have delivered all the documents and other items required pursuant to Section 9, and shall have performed all other covenants, undertakings and obligations, and complied with all conditions required by this Agreement to be performed or complied with by the Seller at or prior to the Closing. The Seller, using its reasonable efforts, shall have obtained from the holder of the Continuing Mortgage, in writing, (i) the consents of such holder to the sale contemplated by this Agreement and the conveyance of the Property to the Purchaser and (ii) the waiver of such holder's right to accelerate the indebtedness secured by, or to change the provisions of, the Continuing Mortgage by reason of such conveyance; provided, however, that the Purchaser shall not be entitled to require the satisfaction of the preceding condition and such condition shall be of no force and effect unless the Purchaser (a) shall have promptly furnished the holder with such information as the holder may reasonably require, (b) shall have used reasonable efforts to provide necessary financial information of the Purchaser and the Prime Tenant requested by the holder of the Continuing Mortgage, and (c) shall have otherwise cooperated with such holder and with the Seller in an effort to procure the foregoing consents and waivers. Purchaser agrees to cooperate with Seller in its efforts to obtain such consents and waivers and agrees that it will enter into an assumption agreement with respect to the Continuing Mortgage, the Remediation Escrow Agreement, the related loan documentation and the Seller's obligations thereunder ...
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Conditions Precedent to the Purchaser's Obligations to Perform. Subject to Section 13.3, the Purchaser's obligation under this Agreement to purchase the Property is subject to the fulfillment of each of the following conditions: (i) the representations and warranties of the Seller contained herein shall be materially true, accurate and correct as of the Closing Date except to the extent they relate only to an earlier date; (ii) the Seller shall be ready, willing and able to deliver title to the Property in accordance with the terms and conditions of this Agreement; (iii) any conditions precedent to the Purchaser's obligation to purchase the Property which is validly listed in the Purchaser's Termination Notice as being unsatisfied has been satisfied; (iv) the Seller shall have delivered all the documents and other items required pursuant to Section 8; (v) no violation of Law (a) first occurring subsequent to the date hereof; and (b) having a material adverse effect on the Property shall have occurred, and the Seller shall have performed all other covenants, undertakings and obligations, and complied with all conditions required by this Agreement to be performed or complied with by the Seller at or prior to the Closing.
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Related to Conditions Precedent to the Purchaser's Obligations to Perform

  • CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATIONS The obligation of the Purchaser to purchase the Shares is subject to the satisfaction by the Company, or waiver by the Purchaser, on or prior to the Closing Date, of the following conditions:

  • CONDITIONS PRECEDENT TO PURCHASER'S OBLIGATIONS The obligations of Purchaser hereunder to consummate the transaction contemplated hereunder shall in all respects be conditioned upon the satisfaction of each of the following conditions prior to or simultaneously with the Closing, any of which may be waived by Purchaser in its sole discretion by written notice to Seller at or prior to the Closing Date:

  • Conditions to the Purchaser’s Obligations The obligations of the Purchaser to consummate the transactions contemplated by this Agreement are subject to the satisfaction (or waiver by the Purchaser in writing) of the following conditions as of the Closing Date:

  • Conditions Precedent to Seller’s Obligations The obligations of Seller to effect the Closing of the transactions contemplated hereby are subject to the fulfillment, prior to or at the Closing, of each of the following conditions, any of which may be waived in writing by Seller:

  • CONDITIONS PRECEDENT TO THE SELLER'S OBLIGATIONS The obligations of the Seller under this Agreement are subject to the following conditions (any of which may be waived in writing in whole or in part by the Seller):

  • Conditions Precedent to the Buyer’s Obligations The obligation of the Buyer to purchase and pay for the Transferred Assets is subject to the satisfaction (or waiver by the Buyer) as of the Closing of the following conditions:

  • Conditions to the Purchasers’ Obligation The obligation of each Purchaser to consummate the purchase of the Subordinated Notes to be purchased by them at Closing and to effect the Disbursement is subject to delivery by or at the direction of the Company to such Purchaser (or, with respect to the Indenture, the Trustee) each of the following (or written waiver by such Purchaser prior to the Closing of such delivery):

  • CONDITIONS TO THE PURCHASER’S OBLIGATION TO CLOSE The obligation of the Purchaser to acquire the Property shall be subject to the satisfaction of the following conditions precedent on and as of the Closing Date:

  • CONDITIONS PRECEDENT TO PURCHASER'S OBLIGATION TO CLOSE The Purchaser's obligation to pay the Consideration and to take the other actions required to be taken by the Purchaser at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by the Purchaser, in whole or in part):

  • CONDITIONS PRECEDENT TO BUYER'S OBLIGATIONS The obligations of Buyer to effect the Closing of the transactions contemplated hereby are subject to the fulfillment, prior to or at the Closing, of each of the following conditions, any of which may be waived in writing by Buyer:

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