Common use of Conditions to Shareholders’ Obligations Clause in Contracts

Conditions to Shareholders’ Obligations. The obligations of Shareholders under this Agreement, (including, without limitation, the obligation to transfer the Company Shares in exchange for the TransparentBusiness Shares) shall be subject to satisfaction of the following conditions, unless waived by Shareholders: (i) Company and TransparentBusiness shall have performed in all material respects all agreements, and satisfied in all material respects all conditions on its part to be performed or satisfied hereunder, at or prior to the Closing; (ii) all of the representations and warranties of Company and TransparentBusiness herein shall have been true and correct in all respects when made, shall have continued to have been true and correct in all respects at all times subsequent thereto, and shall be true and correct in all material respects on and as of the Closing as though made on, as of, and with reference to such Closing; (iii) Company and TransparentBusiness shall have executed and delivered to Shareholders all documents necessary to issue the TransparentBusiness Shares to Shareholders, as contemplated by this Agreement (including those documents described in Section 3(c)); and (iv) Company and TransparentBusiness shall have obtained or made, as applicable, all consents, authorizations and approvals from, and all declarations, filings and registrations required to consummate the transactions contemplated by this Agreement, including all items required under the incorporation document and bylaws of Company and TransparentBusiness, respectively.

Conditions to Shareholders’ Obligations. The obligations of Shareholders under this Agreement, (including, without limitation, the obligation to transfer the Company XXXX Shares in exchange for the TransparentBusiness Tilly’s Shares) shall be subject to satisfaction of the following conditions, unless waived by Shareholders: : (i) Company XXXX and TransparentBusiness Tilly’s shall have performed in all material respects all agreements, and satisfied in all material respects all conditions on its part to be performed or satisfied hereunder, at or prior to the Closing; (ii) all of the representations and warranties of Company XXXX and TransparentBusiness Tilly’s herein shall have been true and correct in all respects when made, shall have continued to have been true and correct in all respects at all times subsequent thereto, and shall be true and correct in all material respects on and as of the Closing as though made on, as of, and with reference to such Closing; (iii) Company XXXX and TransparentBusiness Tilly’s shall have executed and delivered to Shareholders all documents necessary to issue the TransparentBusiness Tilly’s Shares to Shareholders, as contemplated by this Agreement (including those documents described in Section 3(c3(d)); and and (iv) Company XXXX and TransparentBusiness Tilly’s shall have obtained or made, as applicable, all consents, authorizations and approvals from, and all declarations, filings and registrations required to consummate the transactions contemplated by this Agreement, including all items required under the incorporation document and bylaws of Company XXXX and TransparentBusinessTilly’s, respectively.

Conditions to Shareholders’ Obligations. The obligations of Shareholders under this Agreement, (including, without limitation, the obligation to transfer the Company Shares AUFP Equity in exchange for the TransparentBusiness ESG Shares) shall be subject to satisfaction of the following conditions, unless waived by Shareholders: (i) Company AUFP and TransparentBusiness ESG shall have performed in all material respects all agreements, and satisfied in all material respects all conditions on its part to be performed or satisfied hereunder, at or prior to the Closing; (ii) all of the representations and warranties of Company AUFP and TransparentBusiness ESG herein shall have been true and correct in all respects when made, shall have continued to have been true and correct in all respects at all times subsequent thereto, and shall be true and correct in all material respects on and as of the Closing as though made on, as of, and with reference to such Closing; (iii) Company AUFP and TransparentBusiness ESG shall have executed and delivered to Shareholders all documents necessary to issue the TransparentBusiness ESG Shares to Shareholders, as contemplated by this Agreement (including those documents described in Section 3(c3(d)); and (iv) Company AUFP and TransparentBusiness ESG shall have obtained or made, as applicable, all consents, authorizations and approvals from, and all declarations, filings and registrations required to consummate the transactions contemplated by this Agreement, including all items required under the incorporation document and bylaws of Company AUFP and TransparentBusinessESG, respectively.

Conditions to Shareholders’ Obligations. The obligations of Shareholders under this Agreement, (including, without limitation, the obligation to transfer the Company Shares in exchange for the TransparentBusiness Shares) Agreement shall be subject to satisfaction of the following conditions, unless waived by Shareholders: (i) the Company and TransparentBusiness shall have performed in all material respects all agreements, and satisfied in all material respects all conditions on its part to be performed or satisfied hereunder, hereunder at or prior to the Closing; (ii) all of the representations and warranties of the Company and TransparentBusiness herein shall have been true and correct in all respects when made, shall have continued to have been true and correct in all respects at all times subsequent thereto, and shall be true and correct in all material respects on and as of the Closing as though made on, as of, and with reference to such Closing; (iii) the Company and TransparentBusiness shall have executed and delivered to Shareholders all documents necessary to issue the TransparentBusiness Series C2 Shares to Shareholders, as contemplated by this Agreement (including those documents described in Section 3(c))Agreement; and (iv) the Company and TransparentBusiness shall have obtained or made, as applicable, all consents, authorizations and approvals from, and all declarations, filings and registrations required to consummate the transactions Exchange contemplated by this Agreement, including all items required under the incorporation document and bylaws of Company and TransparentBusiness, respectively.