Common use of Conditions to Obligations of Sellers to Close Clause in Contracts

Conditions to Obligations of Sellers to Close. The obligation of Sellers to effect the Sale is subject to the satisfaction (or waiver by Seller), prior to or at the Closing, of each of the following conditions: (a) (i) The representations and warranties of Purchaser contained in Section 5.1(a) and Section 5.2 (without giving effect to any limitation as to “materiality,” “Material Adverse Effect” or similar materiality qualifiers set forth therein) shall be true and correct in all material respects as of the date hereof and as of the Closing Date as though made on and as of the Closing Date and (ii) the other representations and warranties of Purchaser contained in this Agreement shall be true and correct (without giving effect to any limitation as to “materiality,” “Material Adverse Effect” or similar materiality qualifiers set forth therein) as of the date hereof and as of the Closing Date as though made on and as of the Closing Date (except that those representations and warranties which address matters only as of a particular date shall be true and correct as of such particular date), except in the case of clause (ii). where the failure to be so true and correct would not have, and would not reasonably be expected to have, a Purchaser Material Adverse Effect.

Conditions to Obligations of Sellers to Close. The obligation of Sellers to effect the Sale is subject to the satisfaction (or waiver by Seller), prior to or at the Closing, of each of the following conditions: (a) (i) The representations and warranties of Purchaser contained in Section 5.1(a) and Section 5.2 (without giving effect to any limitation as to “materiality,” “Material Adverse Effect” or similar materiality qualifiers set forth therein) shall be true and correct in all material respects as of the date hereof and as of the Closing Date as though made on and as of the Closing Date and (ii) the other representations and warranties of Purchaser contained in this Agreement shall be true and correct (without giving effect to any limitation as to “materiality,” “Material Adverse Effect” or similar materiality qualifiers set forth therein) as of the date hereof and as of the Closing Date as though made on and as of the Closing Date (except that those representations and warranties which address matters only as of a particular date shall be true and correct as of such particular date), except in the case of clause (ii). ) where the failure to be so true and correct would not have, and would not reasonably be expected to have, a Purchaser Material Adverse Effect.

Conditions to Obligations of Sellers to Close. The obligation of Sellers to effect the Sale is subject to the satisfaction (or waiver by SellerSellers), prior to or at the Closing, of each of the following conditions: (a) (i) The representations and warranties of Purchaser contained in Section 5.1(a) ), Section 5.2 and Section 5.2 5.8 (without giving effect to any limitation as to “materiality,” “Material Adverse Effect” or similar materiality qualifiers set forth therein) shall be true and correct in all material respects as of the date hereof and as of the Closing Date as though made on and as of the Closing Date and (ii) the other representations and warranties of Purchaser contained in this Agreement shall be true and correct (without giving effect to any limitation as to “materiality,” “Material Adverse Effect” or similar materiality qualifiers set forth therein) as of the date hereof and as of the Closing Date as though made on and as of the Closing Date (except that those representations and warranties which address matters only as of a particular date shall be true and correct as of such particular date), except in the case of clause (ii). where the failure to be so true and correct would not have, and would not reasonably be expected to have, a Purchaser Material Adverse Effect.

Conditions to Obligations of Sellers to Close. The obligation of Sellers to effect the Sale is subject to the satisfaction (or waiver by SellerSellers), prior to or at the Closing, of each of the following conditions: (a) (i) The representations and warranties of Purchaser contained in Section 5.1(a) ), Section 5.2 and Section 5.2 5.8 (without giving effect to any limitation as to “materiality,” “Material Adverse Effect” or similar materiality qualifiers set forth therein) shall be true and correct in all material respects as of the date hereof and as of the Closing Date as though made on and as of the Closing Date and (ii) the other representations and warranties of Purchaser contained in this Agreement shall be true and correct (without giving effect to any limitation as to “materiality,” “Material Adverse Effect” or similar materiality qualifiers set forth therein) as of the date hereof and as of the Closing Date as though made on and as of the Closing Date (except that those representations and warranties which address matters only as of a particular date shall be true and correct as of such particular date), except in the case of clause (ii). where the failure to be so true and correct would not have, and would not reasonably be expected to have, a Purchaser Material Adverse Effect.