Common use of Conditions to Obligations of Xxxxxxxx Clause in Contracts

Conditions to Obligations of Xxxxxxxx. The obligations of Xxxxxxxx to carry out the transactions contemplated by this Agreement are subject, at the option of the Xxxxxxxx, to the satisfaction or waiver by Xxxxxxxx, of the following conditions: (a) Resourcing shall have furnished Xxxxxxxx with copies of all necessary corporate action on its behalf approving the execution, delivery and performance of this Agreement. (b) All warranties and representations of Resourcing contained in this Agreement shall be true and correct in all material respects as of the Closing and Resourcing shall have performed and satisfied in all material respects all agreements and covenants required by this Agreement to be performed or satisfied by it at or prior to the Closing. (c) As of the Closing Date, no suit, action, or other proceeding, shall be pending or threatened before any court or governmental agency seeking to restrain Xxxxxxxx or Consolidated or prohibit the Closing or seeking damages against Resourcing or Xxxxxxxx or Consolidated as a result of the consummation of this Agreement.