CONDITIONS TO CLOSING 16 Sample Clauses

CONDITIONS TO CLOSING 16. Section 6.01. Conditions in connection with the Closing 16 ARTICLE VII INDEMNIFICATION 17 Section 7.01. Survival of Representations and Warranties 17 Section 7.02. Indemnification 18 Section 7.03. Limits on Indemnification 18 Section 7.04. Third-Party Claims 19 Section 7.05. Exclusive Remedy 19
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CONDITIONS TO CLOSING 16. Section 5.1. Conditions to Each Party’s Obligation to Effect the Closing 16 Section 5.2. Conditions to Obligation of Sellers to Effect the Closing 16 Section 5.3. Conditions to Obligation of Buyer to Effect the Closing 17 Section 5.4. Frustration of Closing Conditions 17 ARTICLE VI TERMINATION 18 Section 6.1. Termination 18 ARTICLE VII TAX MATTERS 19 Section 7.1. Tax Returns 19 Section 7.2. Tax Dispute Resolution Mechanism 20 Section 7.3. Conveyance Taxes 20 Section 7.4. Tax Sharing Agreements 21 ARTICLE VIII INDEMNIFICATION 21 Section 8.1. Survival of Representations and Warranties 21 Section 8.2. Indemnification 21 Section 8.3. Exclusive Remedy 22 Section 8.4. Characterization of Indemnification Payments 23 ARTICLE IX MISCELLANEOUS 23 Section 9.1. Expenses 23 Section 9.2. Certain Defined Terms 23 Section 9.3. Counterparts; Effectiveness 24 Section 9.4. Governing Law 24 Section 9.5. Submission to Jurisdiction 25 Section 9.6. Waiver of Jury Trial 25 Section 9.7. Notices 25 Section 9.8. Assignment; Binding Effect 26 Section 9.9. Severability 26 Section 9.10. Entire Agreement; No Third-Party Beneficiaries 26 Section 9.11. Headings 27 Section 9.12. Interpretation 27 Section 9.13. Extension of Time, Waiver, Etc. 27 INDEX OF DEFINED TERMS Additional Indebtedness 15 Affiliate 24 Agreement 1 Amended and Restated Loan Agreement 2 Applicable License Schedule 10 Applicable Licenses 10 Applicable Permits 7 ATT Approvals 6 Balance Sheet 7 Business Day 24 Buyer 1 Buyer Disclosure Schedule 11 Cash Payment 2 Closing 2 Closing Date 2 Comteco 3 control 24 Conveyance Taxes 21 Damages 22 Designee 2 Effective Date 1 Financial Statements 7 Governmental Entity 6 Indebtedness 24 Indemnified Parties 22 Indemnifying Party 22 Initial Tranche 2 Intellectual Property 9 Knowledge 25 Laws 7 Lien 5 Loan Agreement 2 Management Agreement 3 Material Adverse Effect 4 Material Contract 10 New York Court 25 NuevaTel 1 NuevaTel Interests 1 Permitted Lien 25 Person 25 Pre-Closing Returns 19 Privilege 16 Purchase Price 2 Salamanca 1 Sale 1 Sale Entities 1 Sale Interests 1 Seller 1 Seller Indemnified Parties 22 Seller-Only Returns 20 Sellers 1 Sellers Disclosure Schedule 4 Sellers Indemnified Parties 22 Settlement Accountants 21 SHC 1 Straddle Period Returns 20 Subsidiary 25 Tax 9 Tax Authority 9 Tax Return 9 Tax Sharing Agreements 21 Termination Date 18 Third Party Claim 22 TILT 1 TIP LLC 1 Trust Agreement 2 TSB Purchase Agreement 14 WWIB 1 WWIB II 1 WWIB II Sale Interests 1 WWIB Sale Interests ...
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CONDITIONS TO CLOSING 16. Section 6.1 Conditions to the Operating Partnership’s and the Company’s Obligation to Close 16 Section 6.2 Conditions to the Contributors’ Obligation to Close 17
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CONDITIONS TO CLOSING 16. Section 7.1 C Media’s Conditions to Closing 16 Section 7.2 Kingtone’s Conditions to Closing 17 ARTICLE 8 CLOSING 18
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CONDITIONS TO CLOSING 16. Section 6.01. Conditions in connection with the Closing 16 ARTICLE VII INDEMNIFICATION 18 Section 7.01. Survival of Representations and Warranties 18 Section 7.02. Indemnification 18 Section 7.03. Limits on Indemnification 18 Section 7.04. Third-Party Claims 19 i Section 7.05. Exclusive Remedy 19 ARTICLE VIII TERMINATION 20 Section 8.01. Termination 20 Section 8.02. Effect of Termination 20 ARTICLE IX MISCELLANEOUS 21 Section 9.01. Notices 21 Section 9.02. Public Announcements; Confidentiality 22 Section 9.03. Adjustments for Share Splits, etc. 22 Section 9.04. Amendment 22 Section 9.05. Taxes and Expenses 22 Section 9.06. Assignment 23 Section 9.07. No Third-Party Beneficiaries 23 Section 9.08. Governing Law; Arbitration 23 Section 9.09. Entire Agreement 23 Section 9.10. Severability 24 Section 9.11. Counterparts 24 Section 9.12. Specific Performance 24 THIS SHARE PURCHASE AGREEMENT, dated as of August 24, 2018 (this “Agreement”), is by and between China Biologic Products Holdings, Inc., a Cayman Islands exempted company (the “Company”), and PW Medtech Group Limited, a Cayman Islands exempted company (the “Investor”). The Company and the Investor are referred to in this Agreement collectively as the “Parties” and individually as a “Party.”
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CONDITIONS TO CLOSING 16. Section 5.01 Condition to the Obligations of all of the Parties. 16 Section 5.02 Condition to the Obligations of the Buyers. 17 Section 5.03 Condition to the Obligations of CPG 17
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Related to CONDITIONS TO CLOSING 16

  • Conditions to Closing Each Purchaser’s obligation to purchase and pay for the Notes to be sold to such Purchaser at the Closing is subject to the fulfillment to such Purchaser’s satisfaction, prior to or at the Closing, of the following conditions:

  • Conditions to Closing Date This Agreement shall become effective upon, and the obligation of each Lender to make the initial Extensions of Credit on the Closing Date is subject to, the satisfaction of the following conditions precedent:

  • Conditions to Closings Each Purchaser’s obligation to purchase and pay for the Notes to be sold to such Purchaser at the Closing is subject to the fulfillment to such Purchaser’s satisfaction, prior to or at the Closing, of the following conditions:

  • Conditions to Close Escrow shall not close unless and until the following conditions precedent and contingencies have been satisfied or waived in writing by the party for whose benefit the conditions have been included:

  • Closing Conditions to Closing The Lender will not be obligated to make the initial Loans or to obtain any Letters of Credit on the Closing Date, unless the following conditions precedent have been satisfied in a manner satisfactory to Lender:

  • Seller's Conditions to Closing The obligations of the Seller under this Agreement shall be subject to the satisfaction, on or prior to the Closing Date, of the following conditions:

  • CONDITIONS TO CLOSING OF COMPANY The Company's obligation to sell and issue the Shares at the Closing is, at the option of the Company, subject to the fulfillment or waiver of the following conditions:

  • Buyer’s Conditions to Closing The obligation of Buyer to consummate the Closing is subject to the fulfillment of each of the following conditions (except to the extent waived in writing by Buyer in its sole discretion):

  • Purchaser’s Conditions to Closing The obligations of the Purchaser under this Agreement shall be subject to the satisfaction, on or prior to the Closing Date, of the following conditions:

  • Conditions to Closing of the Company The Company’s obligation to sell the Securities at the Closing is subject to the fulfillment to its satisfaction on or prior to the Closing Date of each of the following conditions:

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