Conditions to Subsequent Closings. The obligation of each Purchaser to purchase and pay for the Securities at any Subsequent Closing is subject to the satisfaction as of the Subsequent Closing of the following conditions:
Conditions to Subsequent Closings. The obligations of the Lender to purchase and pay for Revolving Loans to be delivered on each Closing Date subsequent to the initial Closing are subject to the prior or concurrent satisfaction of the following conditions:
(a) The Lender shall have received, in form and substance satisfactory to the Lender, all releases, terminations and such other documents as the Lender may request to evidence and effectuate the termination by any outstanding secured creditor (other than the Existing Lenders) to the Borrowers of their respective financing arrangements with the Borrowers and the termination and release by it or them, as the case may be, of any interest in and to any assets and properties of the Borrowers and each Obligor, duly authorized, executed and delivered by it or each of them, including, but not limited to, (i) UCC termination statements for all UCC financing statements previously filed by it or any of them or their predecessors, as secured party, and the Borrowers or any Obligor, as debtor; and (ii) satisfactions and discharges of any mortgages, deeds of trust or deeds to secure debt by the Borrowers or any Obligor in favor of it, in form acceptable for recording with the appropriate Governmental Authority;
(b) The Lender shall have received an Officer’s Certificate of each Borrower, dated as of such subsequent Closing Date substantially in the form of Exhibit 2.1(a) hereto, certifying that (i) such Borrower is Solvent after giving effect to such funding; (ii) the representations and warranties in Section 6 of this Loan Agreement are true, correct and complete on and as of such subsequent Closing Date; (iii) on and as of such subsequent Closing Date, none of the Transaction Documents contains any untrue statement of a material fact or omit a material fact necessary to make the statements therein not misleading; (iv) the Borrower has performed all agreements and satisfied all conditions which this Loan Agreement and the other Transaction Documents provide shall be performed or satisfied by it on or before such subsequent Closing Date except as otherwise disclosed to and agreed to in writing by the Borrower Representative and the Lender; and (v) no Default or Event of Default shall have occurred and be continuing on such subsequent Closing Date ;
(c) On and as of such subsequent Closing Date , the Lender’s loans hereunder or exercise of any rights herein or in any Transaction Document shall not have become prohibited by any applicable law or governme...
Conditions to Subsequent Closings. Each Investor shall not have any obligation to participate in any Subsequent Closing or otherwise to fund any amounts to the Company, other than the obligation of such Investor in respect of the Initial Closing, subject to Section 2.3. Each Investor may participate in any Subsequent Closing in its sole discretion. Prior and as a condition to each Subsequent Closing, the Company shall deliver to the Investor participating in such Subsequent Closing a certificate, dated as of the date of such Subsequent Closing, of an authorized signatory of the Company confirming the matters set forth in Sections 2.3(e) and (f) (with all representations and warranties so confirmed to be deemed made as of the date of such Subsequent Closing). The Investor participating in any Subsequent Closing also may request, as a condition to the closing of such Subsequent Closing, that the Company execute a Collateral Assignment of Copyrights or a Collateral Assignment of Trademarks, each in the form attached as an exhibit to the Security Agreement.
Conditions to Subsequent Closings. The obligation of each Purchaser to purchase and pay for the Common Stock and/or Class A Preferred at any Subsequent Closing is subject to the satisfaction as of the Subsequent Closing of the following conditions:
Conditions to Subsequent Closings. Section 6.1 Representations and Warranties; No Default.. . . . . . . . . . . . . 19 Section 6.2 No Suspensions.. . . . . . . . . . . . . . . . . . . . . . . . . . . 19 Section 6.3
Conditions to Subsequent Closings. The obligation of either party to consummate any Common Share Repurchase Transaction shall be conditioned upon (a) the absence of any judgment, injunction, law, judicial order or decree that would prohibit, prevent, render illegal or enjoin the consummation of the transactions contemplated by this Article II or any pending action, suit or proceeding which challenges the validity or legality of the Common Share Repurchase Transaction, and (b) the representations and warranties of the other party set forth in Article III or Article IV of this Agreement, as applicable, being true and correct in all material respects as of each Subsequent Closing Date (except to the extent such representations and warranties speak as of an earlier date, in which case as of such date).
Conditions to Subsequent Closings. The Company's obligation to complete the purchase and issuance of the Shares and deliver such stock certificate(s) to the Purchaser at each Subsequent Closing shall be subject to the following conditions, any one or more of which may
Conditions to Subsequent Closings. The obligation of Grantee to pay each Reimbursement/Installment Payment in connection with a Subsequent Closing on the related Subsequent Closing Date is subject to Grantee's receipt of each of the following, in form, substance, and date satisfactory to Grantee:
(a) Supplements to the "Omnibus Certificates" of Grantor and TEC delivered under Section 3.2(a) and (b), confirming the matters specified therein and containing any amendments or supplements to the resolutions, charter documents and bylaws attached thereto.
(b) To the extent, if any, requested by Grantee, certificates of the valid existence and good standing of Grantor in its state of incorporation, issued by the appropriate authorities of such state, and certificates of Grantor's good standing and due qualification to do business in Texas.
(c) A Compliance Certificate of the Chief Financial Officer of Grantor, dated as of such Closing Date, in which such officer shall certify to the satisfaction of the conditions set out in Section 3.4 and shall give the wiring instructions referred to in Section 2.4.
(d) Any assurances of title requested by Grantee concerning the Production Payment, including the recording and filing of the Conveyance and the Conveyance Supplements and the updating of any specified title opinions through such recording (it being understood that Grantee may require these to be given after, as well as at, the various Closings, and that no title deficiencies learned of by Grantee at any time shall in any way be deemed to qualify any of Grantor's warranties of title or indemnities with respect to title in any of the Production Payment Documents).
(e) A legal opinion of Gardere & Wynnx, X.L.P., as counsel to Grantor, dated as of such Closing Date and in form and substance acceptable to Grantee and its counsel.
(f) A Purchase Agreement Supplement, and any documents called for thereunder (including any supplements required for the Gas Sales Agreement and the Oil Sales Agreement).
Conditions to Subsequent Closings. The obligations of the Company and SatCon to consummate the issuance, sale and purchase of the Notes and Warrants to be issued, sold and purchased at the Subsequent Closings shall be subject to satisfaction of the following condition: the First Closing shall have occurred and the Notes and Warrants to be issued, sold and purchased at the First Closing shall have been issued, sold and purchased. The obligations of the Company to consummate the issuance and sale of the Notes and Warrants to be issued and sold at the Subsequent Closings shall also be subject to satisfaction of the following additional condition: the representations and warranties made by the SatCon in Section 5 hereof shall have been true and correct when made, and shall be true and correct on such Subsequent Closing Dates with the same force and effect as if they had been made on and as of such date.
Conditions to Subsequent Closings for State Tract 5/6
