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

Conditions to Seller’s Obligation to Sell. The obligation of Seller to sell the Purchased ADSs to Purchaser on the Closing Date is subject to the satisfaction, on or before the Closing Date, of each of the following conditions, provided, that these conditions are for Seller’s sole benefit and may be waived by Seller at any time in its sole discretion by providing Purchaser with prior written notice thereof: (a) Purchaser shall have executed and delivered this Agreement to Seller. (b) Contemporaneously with the Closing, Purchaser shall have delivered the Purchase Price by wire transfer of immediately available funds pursuant to the written wire instructions provided by Seller. (c) All of the representations and warranties of Purchaser in ARTICLE III shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made at that date, and Purchaser shall have performed, satisfied and complied in all material respects with the covenants, agreements and conditions required by this Agreement to be performed, satisfied or complied with by each Purchaser at or prior to the Closing Date.

Appears in 4 contracts

Samples: Share Purchase Agreement (Ma Kevin Xiaofeng), Share Purchase Agreement (Ma Kevin Xiaofeng), Share Purchase Agreement (Ma Kevin Xiaofeng)

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Conditions to Seller’s Obligation to Sell. The obligation of Seller to sell the Purchased ADSs Securities to Purchaser on the Closing Date is subject to the satisfaction, on or before the Closing Date, of each of the following conditions, provided, that these conditions are for Seller’s sole benefit and may be waived by Seller at any time in its sole discretion by providing Purchaser with prior written notice thereof: (a) Purchaser shall have executed and delivered this Agreement to Seller. (b) Contemporaneously with the Closing, Purchaser shall have delivered the Purchase Price by wire transfer of immediately available funds pursuant to the written wire instructions provided by Seller. (c) All of the representations and warranties of Purchaser in ARTICLE III shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made at that date, and Purchaser shall have performed, satisfied and complied in all material respects with the covenants, agreements and conditions required by this Agreement to be performed, satisfied or complied with by each Purchaser at or prior to the Closing Date.

Appears in 3 contracts

Samples: Share Purchase Agreement (SB Asia Investment Fund II L.P.), Share Purchase Agreement (Ma Kevin Xiaofeng), Share Purchase Agreement

Conditions to Seller’s Obligation to Sell. The obligation of Seller to sell the Purchased ADSs to Purchaser on the Closing Date is subject to the satisfaction, on or before the Closing Date, of each of the following conditions, provided, that these conditions are for such Seller’s sole benefit and may be waived by such Seller at any time in its sole discretion by providing Purchaser with prior written notice thereof: (a) Purchaser shall have executed and delivered this Agreement to such Seller. (b) Contemporaneously with the Closing, Purchaser shall have delivered the Purchase Price by wire transfer of immediately available funds pursuant to the written wire instructions provided by such Seller. (c) All of the representations and warranties of Purchaser in ARTICLE III shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made at that date, and Purchaser shall have performed, satisfied and complied in all material respects with the covenants, agreements and conditions required by this Agreement to be performed, satisfied or complied with by each Purchaser at or prior to the Closing Date.

Appears in 2 contracts

Samples: Share Purchase Agreement (Ma Kevin Xiaofeng), Share Purchase Agreement (Ma Kevin Xiaofeng)

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Conditions to Seller’s Obligation to Sell. The obligation of Seller hereunder to sell the applicable Purchased ADSs Shares to Purchaser on the each Closing Date is subject to the satisfaction, on or before the applicable Closing Date, of each of the following conditions, provided, that these conditions are for Seller’s sole benefit and may be waived by Seller at any time in its sole discretion by providing Purchaser with prior written notice thereof: (a) Purchaser shall have executed and delivered this Agreement to Seller. (b) Contemporaneously with the Closing, Purchaser shall have delivered Seller the Purchase Price by wire transfer of immediately available funds pursuant to the written wire instructions provided by Seller. (cb) All of the The representations and warranties of Purchaser in ARTICLE III shall be true and correct in all material respects as of the date of this Agreement when made and as of the such Closing Date as though made at that time (except for representations and warranties that speak as of a specific date), and Purchaser shall have performed, satisfied and complied in all material respects with the covenants, agreements and conditions required by this Agreement to be performed, satisfied or complied with by each Purchaser at or prior to the such Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Cosmos Holdings Inc.), Stock Purchase Agreement (Cosmos Holdings Inc.)

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