Common use of Conditions to Seller’s Obligation to Sell Clause in Contracts

Conditions to Seller’s Obligation to Sell. Seller's obligation to sell the Units is conditioned upon: (a) The receipt and acceptance by Seller of this Agreement as executed by Buyer. (b) All of the representations and warranties of the Buyer contained in this Agreement shall be true and correct on the Closing Date with the same force and effect as if made on and as of the Closing Date. The Buyer shall have performed or complied with all agreements and satisfied all conditions on its part to be performed, complied with or satisfied at or prior to the Closing Date. (c) No order asserting that the transactions contemplated by this Agreement are subject to the registration requirements of the Act shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated. No stop order suspending the sale of the Common Stock or Common Stock shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated.

Conditions to Seller’s Obligation to Sell. Seller's obligation to sell the Units Debentures is conditioned upon: (a) The receipt and acceptance by Seller of this Agreement as executed by Buyer. (b) All of the representations and warranties of the Buyer contained in this Agreement shall be true and correct on the Closing Date with the same force and effect as if made on and as of the Closing Date. The Buyer shall have performed or complied with all agreements and satisfied all conditions on its part to be performed, complied with or satisfied at or prior to the Closing Date. (c) No order asserting that the transactions contemplated by this Agreement are subject to the registration requirements of the Act shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated. No stop order suspending the sale of the Common Stock Debentures or Common Stock shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated.

Conditions to Seller’s Obligation to Sell. Seller's obligation to sell the Units Debentures is conditioned upon: (a) The receipt and acceptance by Seller of this Agreement as executed by Buyer. (b) All of the representations and warranties of the Buyer contained in this Agreement shall be true and correct on the Closing Payment Date with the same force and effect as if made on and as of the Closing Payment Date. The Buyer shall have performed or complied with all agreements and satisfied all conditions on its part to be performed, complied with or satisfied at or prior to the Closing Payment Date. (c) No order asserting that the transactions contemplated by this Agreement are subject to the registration requirements of the Act shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated. No stop order suspending the sale of the Common Stock Debentures or Common Stock shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated. (d) The funding by the Buyer of the Escrow Fund.

Conditions to Seller’s Obligation to Sell. Seller's obligation to sell the Units Preferred Stock is conditioned upon: (a) The receipt and acceptance by Seller of this Agreement as executed by Buyer. (b) All of the representations and warranties of the Buyer contained in this Agreement shall be true and correct on the Closing Date with the same force and effect as if made on and as of the Closing Date. The Buyer shall have performed or complied with all agreements and satisfied all conditions on its part to be performed, complied with or satisfied at or prior to the Closing Date. (c) No order asserting that the transactions contemplated by this Agreement are subject to the registration requirements of the Act shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated. No stop order suspending the sale of the Common Preferred Stock or Common Preferred Stock shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated.

Conditions to Seller’s Obligation to Sell. Seller's obligation to ------------------------------------------- sell the Units Preferred Stock is conditioned upon: (a) The receipt and acceptance by Seller of this Agreement as executed by Buyer. (b) All of the representations and warranties of the Buyer contained in this Agreement shall be true and correct on the Closing Date with the same force and effect as if made on and as of the Closing Date. The Buyer shall have performed or complied with all agreements and satisfied all conditions on its part to be performed, complied with or satisfied at or prior to the Closing Date. (c) No order asserting that the transactions contemplated by this Agreement are subject to the registration requirements of the Act shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated. No stop order suspending the sale of the Common Preferred Stock or Common Preferred Stock shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated.

Conditions to Seller’s Obligation to Sell. Seller's obligation to sell the Units Shares is conditioned upon: (a) The receipt and acceptance by Seller of this Agreement as executed evidenced by execution of this Agreement by a duly authorized officer of Buyer. (b) All of the representations and warranties of the Buyer contained in this Agreement shall be true and correct on the date of the Closing Date with the same force and effect as if made on and as of the Closing Datedate hereof. The Buyer shall have performed or complied with all agreements and satisfied all conditions on its part to be performed, complied with or satisfied at or prior to the Closing DateClosing. (c) No order asserting that the transactions contemplated by this Agreement are subject to the registration requirements of the Act shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated. No stop order suspending the sale of the Common Stock or Common Stock Shares shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated.

Conditions to Seller’s Obligation to Sell. Seller's obligation to sell the Units Debenture is conditioned upon: (a) The receipt and acceptance by Seller of this Agreement as executed by Buyer. (b) All of the representations and warranties of the Buyer contained in this Agreement shall be true and correct on the Closing Date with the same force and effect as if made on and as of the Closing Date. The Buyer shall have performed or complied with all agreements and satisfied all conditions on its part parts to be performed, complied with or satisfied at or prior to the Closing Date. (c) No order asserting that the transactions contemplated by this Agreement are subject to the registration requirements of the Act shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated. No stop order suspending the sale of the Common Stock Debenture or Common Stock shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated. (d) Receipt of the Purchase Price as provided in Section 1(c) above.

Conditions to Seller’s Obligation to Sell. Seller's obligation to sell the Units any Debenture is conditioned upon: (a) The receipt and acceptance by Seller of this Agreement as executed by Buyer. (b) All of the representations and warranties of the Buyer contained in this Agreement shall be true and correct on the date of the Closing Date with the same force and effect as if made on and as of the Closing DateClosing. The Buyer shall have performed or complied with all agreements and satisfied all conditions on its part to be performed, complied with or satisfied at or prior to the Closing DateClosing. (c) No order asserting that the transactions contemplated by this Agreement are subject to the registration requirements of the Act shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated. No stop order suspending the sale of the Debentures or Common Stock or Common Stock Shares shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated.

Conditions to Seller’s Obligation to Sell. Seller's obligation ------------------------------------------ to sell the Units Debentures is conditioned upon: (a) The receipt and acceptance by Seller of this Agreement as executed by Buyer. (b) All of the representations and warranties of the Buyer contained in this Agreement shall be true and correct on the Closing Date with the same force and effect as if made on and as of the Closing Date. The Buyer shall have performed or complied with all agreements and satisfied all conditions on its part to be performed, complied with or satisfied at or prior to the Closing Date. (c) No order asserting that the transactions contemplated by this Agreement are subject to the registration requirements of the Act shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated. No stop order suspending the sale of the Common Stock Debentures or Common Stock shall have been issued, and no proceedings for that purpose shall have been commenced or shall be pending or, to the knowledge of the Seller, be contemplated.