Conditions to Company Obligations. The obligations of Company with respect to the Closing are subject to the satisfaction or waiver in writing, of the following prior to the applicable period specified in this Section:
Conditions to Company Obligations. The Company's obligation to sell and issue the Class C Common Shares, Warrants and Rights pursuant to this Agreement is subject to the fulfillment on or prior to the Closing Date of the following conditions, any of which may be waived by the Company as to any one or more of the Purchasers if such waiver will not adversely affect the other Purchasers:
Conditions to Company Obligations. The obligations of the Company hereunder in connection with the Closing are subject to the following conditions being met:
Conditions to Company Obligations. The obligations of Company with respect to the Closing are subject to the satisfaction or waiver in writing, by Company, in its commercially reasonable discretion, of the following prior to the applicable period specified in this Section: Title. Prior to the expiration of the Diligence Period, Company shall have obtained the Commitment for the Site. Survey. Prior to expiration of the Diligence Period, Company shall have obtained the Survey for the Site. Title Conditions. Prior to Closing, Company shall have determined that the Title Insurer shall: (i) insure, for its fair market value, as applicable, marketable, fee simple title to the Site in the name of Company, free of all Title Defects, other than those Title Defects that Company is deemed to have waived pursuant to the terms and conditions of this Agreement; and (ii) issue such endorsements as Company reasonably deems to be necessary or appropriate. Survey Conditions. On the Closing Date, Company shall have determined that, upon recordation of the Plat, the Survey: (i) describes the perimeter of the Site as single parcel without gaps, gores, or overlaps; (ii) shows no encroachments thereto; (iii) shows no Title Defects thereto; and (iv) establishes that no part of the parcel is located within: (A) a “flood hazard zone”, as shown on the applicable Federal Insurance Rate Map; or (B) a “floodway” or “flood plain”, as shown on the applicable Flood Control District Map; and
Conditions to Company Obligations. The obligations of Company to accept the contribution of the Conveyed Assets on the Closing Date shall be subject to the satisfaction of the following conditions:
Conditions to Company Obligations. The obligations of the Company to consummate any Share Subscription or deliver any Shares to the Investor in connection therewith are subject to the satisfaction, or waiver by the Company, on the Applicable Closing Date, of each of the following conditions:
Conditions to Company Obligations. Company's obligations under Section 5.3 are conditioned upon Aventis giving (a) Company written notice of the Claim within five (5) business days of the date that Aventis first becomes aware of the Claim, or earlier if necessary to prevent prejudice to Company, and (b) reasonable assistance in the defense of any Claim, including but not limited to provision of documents, witness testimony, and interviews. Company shall have the sole right to choose counsel to defend any Claim, and Company shall have the right to settle or otherwise resolve any such Claim without the prior written consent of Aventis so long as such settlement or resolution involves only the payment of money by Company and provides a complete release of Aventis. Aventis, at its own expense, may be represented by separate counsel in addition to counsel selected by Company pursuant to this Section. In the event that representation of Company and Aventis by the same counsel would be a conflict of interest for such counsel, Aventis may select its own independent counsel without relieving Company of its responsibilities pursuant to this Section. Notwithstanding the terms of Section 5.4(a), Company's obligations under Section 5.3 shall not be relieved if Aventis provides Company with notice of a Claim in sufficient time to permit Company to timely answer, plead, or otherwise respond to such Claim without prejudice.
Conditions to Company Obligations. The Company's obligation to sell and issue the Shares at the Closing is subject to the fulfillment on or prior to the Closing Date of the following conditions, any of which may be waived by the Company in accordance with the provisions of Section 11.1 hereof:
Conditions to Company Obligations. The Company shall be under no obligation to perform any obligations under the terms of the Agreement (other than obligations arising or relating to actions required to be taken by or on behalf of the Company prior to the issuance of the Notice to Proceed) unless the following conditions have been satisfied or waived by the Company (in writing):
Conditions to Company Obligations. The obligation of the Company to issue the D Preferred Shares and Warrants to each Investor is subject to the satisfaction, or waiver by the Company, at or prior to the applicable Closing, of each of the following conditions:
