Common use of Conditions to Shareholders’ Obligations Clause in Contracts

Conditions to Shareholders’ Obligations. The obligations of Shareholders under this Agreement shall be subject to satisfaction of the following conditions, unless waived by Shareholders: (i) the Company 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 the Company 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 shall have executed and delivered to Shareholders all documents necessary to issue the Series C2 Shares to Shareholders, as contemplated by this Agreement; and (iv) the Company shall have obtained or made, as applicable, all consents, authorizations and approvals from, and all declarations, filings and registrations required to consummate the Exchange contemplated by this Agreement.

Conditions to Shareholders’ Obligations. The obligations of Shareholders under this Agreement Agreement, (including, without limitation, the obligation to transfer the XXXX Shares in exchange for the Tilly’s Shares) shall be subject to satisfaction of the following conditions, unless waived by Shareholders: (i) the Company XXXX and 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 hereunder, at or prior to the Closing; (ii) all of the representations and warranties of the Company XXXX and 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) the Company XXXX and Tilly’s shall have executed and delivered to Shareholders all documents necessary to issue the Series C2 Tilly’s Shares to Shareholders, as contemplated by this AgreementAgreement (including those documents described in Section 3(d)); and (iv) the Company XXXX and 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 Exchange transactions contemplated by this Agreement, including all items required under the incorporation document and bylaws of XXXX and Tilly’s, respectively.

Conditions to Shareholders’ Obligations. The obligations of Shareholders under this Agreement 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) 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 Series C2 TransparentBusiness Shares to Shareholders, as contemplated by this AgreementAgreement (including those documents described in Section 3(c)); 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 Exchange 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 Agreement, (including, without limitation, the obligation to transfer the AUFP Equity in exchange for the ESG Shares) shall be subject to satisfaction of the following conditions, unless waived by Shareholders: (i) the Company AUFP and 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 hereunder, at or prior to the Closing; (ii) all of the representations and warranties of the Company AUFP and 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) the Company AUFP and ESG shall have executed and delivered to Shareholders all documents necessary to issue the Series C2 ESG Shares to Shareholders, as contemplated by this AgreementAgreement (including those documents described in Section 3(d)); and (iv) the Company AUFP and ESG shall have obtained or made, as applicable, all consents, authorizations and approvals from, and all declarations, filings and registrations required to consummate the Exchange transactions contemplated by this Agreement, including all items required under the incorporation document and bylaws of AUFP and ESG, respectively.