Conditions to Parties Obligations Hereunder Sample Clauses

Conditions to Parties Obligations Hereunder. The sole conditions (the "Closing Conditions") to the performance by FSA and WMIG of their obligations hereunder are (a) approval by the Board of Directors of WMIG of this Agreement and the transaction contemplated hereby at its meeting to be held on November 1, 1999 or as promptly thereafter as practicable (the "WMIG Board Approval Condition"); and (b) if applicable, (i) expiration or earlier termination of the waiting period under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976, as amended, and the rules and regulations thereunder (the "HSR Act"), and (ii) confirmation that the requirements of the New York Stock Exchange applicable to the sale of Shares contemplated hereby will not require FSA shareholder approval (the "NYSE Condition"). FSA and WMIG shall endeavor to (i) promptly make any filing required under the HSR Act and use commercially reasonable efforts to obtain expiration or earlier termination of the waiting period under the HSR Act (the "HSR Condition") and satisfaction of the NYSE Condition, and (ii) consummate, and shall use their best efforts to consummate, the closing hereunder. In furtherance of the foregoing, WMIG agrees to schedule a Board meeting on November 1, 1999 or as promptly thereafter as practicable at which the Board of WMIG shall consider this Agreement and the transaction contemplated hereby. If the WMIG Board shall not approve this Agreement and the transaction contemplated hereby at such meeting, then this Agreement shall terminate.
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Conditions to Parties Obligations Hereunder. The conditions (the "Closing Conditions") to the performance by FSA and XL of their obligations hereunder are (a) the representations and warranties of FSA and XL, respectively, shall be true and correct as of the date hereof and as of the Closing and (b) all regulatory consents and approvals, if any, required in connection with the issuance, sale and purchase of the Shares shall have been duly obtained, made or given and shall be in full force and effect as of the Closing. FSA and XL shall endeavor to use their best efforts to consummate the closing hereunder; provided, however, that neither FSA nor XL shall be required to take any action that may have a material adverse effect on its assets, business or future prospects.
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Conditions to Parties Obligations Hereunder. The performance by either party to this Amended Letter Agreement shall be conditioned upon the satisfaction of each of the following conditions, unless such condition is waived in writing by the party for whose benefit such condition exists:
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Related to Conditions to Parties Obligations Hereunder

  • Conditions to All Parties’ Obligations Notwithstanding any other provision of this Agreement to the contrary, the obligations of each of the parties to this Agreement to consummate the transactions described herein shall be conditioned upon the satisfaction of each of the following conditions precedent on or prior to the Closing Date:

  • Conditions to MLV’s Obligations The obligations of MLV hereunder with respect to a Placement will be subject to the continuing accuracy and completeness of the representations and warranties made by the Company herein, to the due performance by the Company of its obligations hereunder, to the completion by MLV of a due diligence review satisfactory to it in its reasonable judgment, and to the continuing satisfaction (or waiver by MLV in its sole discretion) of the following additional conditions:

  • Conditions to Each Party’s Obligation The respective obligations of each party to effect the transactions contemplated by this Agreement shall be subject to the satisfaction prior to or on the Closing Date of the following conditions:

  • Parties’ Obligations Following the lapse of restrictions, the Company shall deliver to the Participant as soon as practicable certificate(s) representing those shares as to which restrictions have lapsed in accordance with Paragraphs 2, 4 or 5, as the case may be.

  • Conditions to Each Party’s Obligations The respective obligations of each Party to consummate the Merger are subject to the satisfaction of the following conditions:

  • Conditions to Agent’s Obligations The obligations of the Agent hereunder with respect to a Placement will be subject to the continuing accuracy and completeness of the representations and warranties made by the Company herein, to the due performance by the Company of its obligations hereunder, to the completion by the Agent of a due diligence review satisfactory to it in its reasonable judgment, and to the continuing satisfaction (or waiver by the Agent in its sole discretion) of the following additional conditions:

  • Conditions of Parties Obligations 7.1 Conditions of Investor's Obligations at the Closing. The --------------------------------------------------- obligation of Investor to purchase and pay for the Investor Stock is subject to the fulfillment prior to or on the Closing Date of the following conditions, any of which may be waived in whole or in part by Investor:

  • Conditions to Obligation of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the satisfaction at or prior to the Effective Time of the following conditions:

  • Conditions to Obligations OF EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of the following conditions:

  • Conditions to Obligations of the Parties The obligations of the parties hereto to effect the transactions contemplated by this Agreement shall be subject to the satisfaction at the Closing (as defined below) of the following conditions:

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