Conditions to Delivery. Notwithstanding any other provision of this Agreement, the Company shall not be required to evidence book-entry registration or issue or deliver any certificate or certificates representing Settlement Shares in the event the Company reasonably anticipates that such registration, issuance or delivery would violate Federal securities laws or other applicable law; provided that the Company must evidence book-entry registration or issue or deliver said certificate or certificates at the earliest date at which the Company reasonably anticipates that such registration, issuance or delivery would not cause such violation.
Conditions to Delivery. Notwithstanding any other provision of this Agreement, the Corporation shall not be required to evidence book-entry registration or issue or deliver any certificate or certificates representing Settlement Shares prior to fulfillment of all of the following conditions:
(1) Listing or approval for listing upon notice of issuance, of the Settlement Shares on the New York Stock Exchange, Inc., or such other securities exchange as may at the time be the principal market for the Common Stock;
(2) Any registration or other qualification of the Settlement Shares under any state or federal law or regulation, or the maintaining in effect of any such registration or other qualification which the Committee shall, in its sole and absolute discretion upon the advice of counsel, deem necessary or advisable; and
(3) Obtaining any other consent, approval, or permit from any state or federal governmental agency which the Committee shall, in its sole and absolute discretion after receiving the advice of counsel, determine to be necessary or advisable.
Conditions to Delivery. The obligation of the Owners to charter the Vessel to the Charterers pursuant to this Charter shall be subject to the following conditions:
(i) delivery of the Vessel by the Charterers to the Owners pursuant to the terms of the MOA;
(ii) the Owners obtaining full title to the Vessel pursuant to the terms of the MOA;
(iii) no Termination Event having occurred which is continuing on or prior to the Actual Delivery Date;
(iv) the representations and warranties referred to in Clause 48 (Charterers’ representations and warranties) being true and correct on the date of this Charter and the Actual Delivery Date;
(v) the Actual Delivery Date falling on or before the Long Stop Date (or such later date as may be agreed between the Owners (as buyer under the MOA) and the Sellers);
(vi) the Owners having received, or being satisfied that they will receive, the documents and evidence referred to in paragraph (a) (Owners’ conditions precedent) of Clause 36 (Conditions precedent), in each case in all respects in form and substance satisfactory to them on or before the Actual Delivery Date; and
(vii) delivery of the Vessel to the Sellers by the Builder under the Building Contract.
Conditions to Delivery. The amendments to the Original Agreement provided for in Article II hereof shall become effective on the First Amendment Effective Date; provided, that each of the following conditions shall be fulfilled to the satisfaction of the Bank:
Conditions to Delivery. The audited financial statements required pursuant to Section (a) above shall not be required to be delivered if a special purpose entity is substituted as the Borrower, prior to April 1, 1999, pursuant to the Letter Agreement, dated April 1, 1998, between Financial Security, Quincy's Realty, Inc., Quincy's Restaurants, Inc. and Advantica Restaurants Group, Inc.
Conditions to Delivery. Fannie Mae's obligation to purchase the Permanent Mortgage Loan is subject to Fannie Mae's determination, in its sole and absolute discretion, that the conditions to delivery set forth below, and each Special Condition set forth in the Certificate of Loan Terms (each, a "Condition to Delivery"), have been satisfied:
Conditions to Delivery. Lessor's obligation to deliver and lease the Items of Equipment to Lessee hereunder shall be subject to satisfaction of the following conditions:
(A) On the Commencement Date, the following statements shall be correct, and Lessor shall have received evidence satisfactory to it that:
(1) The GATX/Frontier Lease covering the Aircraft shall have been assumed by Frontier, and assigned to Lessee, with the approval of the Bankruptcy Court, and the obligations of Frontier thereunder shall have been assumed by Lessee pursuant to the terms of the Assignment and Assumption Agreements, and all monetary defaults thereunder as of the Closing Date shall have been cured by payment of the amounts set forth in the Consent Agreement dated the Closing Date with respect to the Aircraft.
(2) either (i) Lessor shall have good and marketable title to the Engines or engines installed on the Aircraft, free and clear of all Liens other than Permitted Liens, (ii) Lessee shall have acquired title to, or the right to lease, any engine not owned by Lessor which is currently installed on the Airframe, or (iii) Lessee shall have made arrangements reasonably
Conditions to Delivery. (a) CONDITIONS TO OBLIGATIONS OF EACH PARTY TO EFFECT THE DELIVERY. The respective obligations of each party to this Agreement to effect the Delivery of the IASI Shares and IASI Warrants, and also of the delivery of the Notes and Debentures, shall be subject to the fulfillment of the condition, which may be waived, in whole or in part, to the extent permitted by applicable law, that: no governmental or quasi-governmental entity, official or authority or other agency or commission or federal or state court of competent jurisdiction shall have enacted, issued, promulgated, enforced or entered into any statute, rule, regulation, executive order, decree, injunction or other order (whether temporary, preliminary or permanent) which is in effect and which materially restricts, prevents or prohibits consummation of any of the transactions contemplated by this Agreement; PROVIDED, HOWEVER, that each of the parties to this Agreement agrees that it will use its best efforts to take, or cause to be taken all appropriate actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate and make effective the transactions contemplated by this Agreement, including, without limitation, to obtain all licenses, permits, consents, approvals, authorizations, qualifications and orders as are necessary for the consummation of the transactions contemplated by this Agreement and to cause any decree, judgment, injunction or other order which restricts, prevents or prohibits consummation of any of the transactions contemplated by this Agreement to be vacated and lifted.
Conditions to Delivery. Notwithstanding anything in this Agreement to the contrary, Lessor shall not be obligated to deliver the Premises to Lessee, and Lessee’s lease of the Premises shall not commence, until such time as all of the following conditions precedent have been satisfied, or waived by Lessor:
1.6.1 Lessee has provided to Lessor, and obtained Lessor’s written approval of, a recent credit check prepared by a credit rating agency reasonably acceptable to Lessor, on Lessee and the principals of Lessee.
1.6.2 Lessee has provided to Lessor, and obtained Lessor’s written approval of, the insurance required pursuant to Section 7 below.
1.6.3 Lessee and Lessor have executed a Memorandum of Agreement to Lease substantially in the form attached hereto and incorporated herein as Exhibit “B”.
1.6.4 Lessee has provided to Lessor a personal guaranty substantially in the form attached hereto and incorporated herein as Exhibit “C” signed by Xxxxxx Xxxxx.
Conditions to Delivery. REAADS' obligation is to fill and execute orders within +/- 20% of forecast of annual order supplied by Helena. In the event that force majeure causes a delay of more than two (2) months, either party shall have the right to cancel the order by giving written notice to the other. The parties expressly agree that for the purpose of this Agreement, the term force majeure shall be deemed to include strike, lockout, flood, fire, rebellion, war, regulations, requirements or acts of civil or military authorities, unavailability of materials and allocations or priorities with respect thereto, civil disorder, acts of God, delays of carriers, and, in general, any causes beyond REAADS' control.
