Conditions to Closing and Draw Downs. SECTION 5.1 Conditions Precedent to the Obligation of the Company to Close this Agreement. The obligation hereunder of the Company to enter into this Agreement is subject to the satisfaction or waiver, at or before the Closing, of each of the conditions set forth below. These conditions are for the Company's sole benefit and may be waived by the Company at any time in its sole discretion.
Conditions to Closing and Draw Downs. SECTION 5.1 CONDITIONS PRECEDENT TO THE OBLIGATION OF THE COMPANY TO CLOSE THIS AGREEMENT, TO ISSUE A DRAW DOWN NOTICE AND TO SELL THE SHARES. The obligation hereunder of the Company to issue and sell the Shares to the Purchaser is subject to the satisfaction or waiver, at or before the date of each Draw Down or Call Option request (the "Draw Down Exercise Date"), of each of the conditions set forth below. These conditions are for the Company's sole benefit and may be waived by the Company at any time in its sole discretion.
Conditions to Closing and Draw Downs. Section 7.01. Conditions Precedent to the Obligation of the Company to Close this Agreement and to Sell the Shares. The obligation hereunder of the Company to issue and sell the Shares to the Purchaser is subject to the satisfaction, at or before each Draw Down, of each of the conditions set forth below.
(a) Accuracy of the Purchaser's Representations and Warranties. Each of 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 date of each Draw Down Notice (the "Draw Down Exercise Date") as though made at that time, except for representations and warranties that are expressly made as of a particular date.
Conditions to Closing and Draw Downs. Section 5.1 Conditions Precedent to the Obligation of the Company to Sell the Shares. The right hereunder of the Company to issue and sell the Shares to the Purchaser is subject to the satisfaction or waiver, at or before the Closing, of each of the conditions set forth below. These conditions are for the Company's sole benefit and may be waived by the Company at any time in its sole discretion.
(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 and as of each Draw Down Exercise Date as though made at that time, except for representations and warranties that speak as of a particular date.
(b) Performance by the Purchaser. The Purchaser shall have performed, satisfied and complied in all material respects with all material covenants, agreements and conditions required by this Agreement to be performed, satisfied or complied with by the Purchaser at or prior to the Closing and as of each Draw Down Exercise Date.
Conditions to Closing and Draw Downs. 14 SECTION 5.1 Conditions Precedent to the Obligation of the Company to Close this Agreement ............................................................14 SECTION 5.2 Conditions Precedent to the Obligation of the Purchaser to Close this Agreement ............................................................15 SECTION 5.3 Conditions Precedent to the Obligation of the Purchaser to Accept a Draw Down and Purchase the Shares...............................................15 ARTICLE VI DRAW DOWN TERMS..................................................................17 SECTION 6.1 Draw Down Terms............................................................17
Conditions to Closing and Draw Downs. Section 5.1 Conditions Precedent to the Obligation of the Company to Sell the Shares..................................................16 Section 5.2 Conditions Precedent to the Obligation of the Purchaser to Close...............................................................17 Section 5.3 Conditions Precedent to the Obligation of the Purchaser to Accept a Draw Down and Purchase the Shares.......................18 Section 5.4 Conditions Precedent to the Obligation of the Company to Issue Shares Upon Exercise of a Call Option......................18 ARTICLE VI - Draw Down Terms; Call Option Section 6.1 Draw Down Terms.......................................................19 Section 6.2 Purchaser's Call Option...............................................21
Conditions to Closing and Draw Downs. Section 5.1
Conditions to Closing and Draw Downs. Section 5.1 Conditions Precedent to the Obligation of the Company to Close this Agreement and to Sell the Shares. The obligation hereunder of the Company to issue and sell the Shares to the Purchaser is subject to the satisfaction or waiver, at or before each Draw Down, of each of the conditions set forth below. These conditions are for the Company's sole benefit and may be waived by the Company at any time in its sole discretion.
(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 date of each Draw Down request (the "Draw Down Exercise Date") as though made at that time, except for representations and warranties that are expressly made as of a particular date.
Conditions to Closing and Draw Downs. Section 5.1 Conditions Precedent to the Obligation of the Company to -------------------------------------------------------- Sell the Shares. The obligation hereunder of the Company to issue and sell the --------------- Shares to each Purchaser is subject to the satisfaction or waiver, at or before the Closing, of each of the conditions set forth below; provided, however, a -------- ------- failure by one of the Purchasers to satisfy such conditions does not relieve the Company's obligations to the other Purchaser provided that the other Purchaser has satisfied the conditions set forth below or such conditions have been waived by the Company as to that Purchaser. These conditions are for the Company's sole benefit and may be waived by the Company at any time in its sole discretion.
Conditions to Closing and Draw Downs
