Conditions to the Final Closing Sample Clauses

Conditions to the Final Closing. 8.1 Conditions Precedent to Obligation of Purchaser and Seller to Close at the Final Closing. Purchaser and Seller’s respective obligation to purchase the Specified Ex-U.S. Assets and to take the other actions required to be taken at the Final Closing is subject to the satisfaction, at or prior to the Final Closing, of each of the following conditions (any of which may be waived by the Party for whose benefit such condition exists in its sole discretion, in whole or in part, in writing):
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Conditions to the Final Closing. Section 7.1 Conditions to the Obligations of Each Party 64 Section 7.2 Conditions to the Obligations of Buyer 64 Section 7.3 Conditions to the Obligations of the Seller 65 Section 7.4 Frustration of Closing Conditions 66 ARTICLE VIII TERMINATION, AMENDMENT AND WAIVER Section 8.1 Termination 66 Section 8.2 Effect of Termination 69 Section 8.3 Termination Fees 69 Section 8.4 Put Right; Call Right 71 Section 8.5 Amendment 74 Section 8.6 Extension; Waiver 74 Section 8.7 Expenses 74 ARTICLE IX
Conditions to the Final Closing. The Purchaser's obligation to exchange the Bridge Note for the Long Term Note, the Preferred Shares and the Warrant are subject to the following conditions, any of which may be waived in whole or in part by the Purchaser in writing:
Conditions to the Final Closing 

Related to Conditions to the Final Closing

  • Conditions to the Closing Date The obligations of each Bank to make the Loans contemplated by subsections 2.1 and 2.2 and of the Issuing Bank to issue Letters of Credit contemplated by subsection 3.1 shall be subject to the compliance by the Company with its agreements herein contained and to the satisfaction, on or before October 1, 2004, of the following conditions:

  • Conditions Precedent to the Closing Date The obligation of the Lenders to execute this Agreement and make any requested Loans on the Closing Date is subject to the prior satisfaction of each of the following conditions (unless waived in writing by Administrative Agent with the consent of the Lenders):

  • Conditions to the Closing On or before the Closing Date, the Trust Depositor shall deliver or cause to be delivered the following documents to the Owner Trustee and the Indenture Trustee:

  • Conditions to the Transaction 7.1 Conditions to Obligations of Each Party to Effect the Transaction. The respective obligations of each party to this Agreement to effect the Transaction shall be subject to the satisfaction at or prior to the Closing Date of the following conditions:

  • Conditions to the Effective Date The obligation of each Lender to amend and restated the Existing Credit Agreement and continue the Loans hereunder on the Effective Date is subject to satisfaction or waiver in writing by the Lenders of the following conditions precedent:

  • Conditions Precedent to the Effective Date The occurrence of the Effective Date pursuant to Section 13.10 is subject to the satisfaction of the following conditions:

  • Conditions to Closing Date This Agreement shall become effective upon, and the obligation of each Lender to make the initial Extensions of Credit on the Closing Date is subject to, the satisfaction of the following conditions precedent:

  • Conditions to Second Closing The occurrence of the Second Closing is expressly contingent on (i) the truth and accuracy, on the Effective Date, Actual Effective Date and the Second Closing Date of the representations and warranties of the Company and Subscriber contained in this Agreement, (ii) continued compliance with the covenants of the Company set forth in this Agreement, (iii) the non-occurrence of any Event of Default (as defined in the Note) or other default by the Company of its obligations and undertakings contained in this Agreement, (iv) the delivery on the Second Closing Date of Second Closing Notes for which the Company Shares issuable upon conversion have been included in the Registration Statement, which must be effective as of the Second Closing Date, and (v) the delivery of the Second Closing Warrants for which the Warrant Shares issuable upon exercise have been included in the Registration Statement which must be effective as of the Second Closing Date. The exercise prices of the Warrants issuable on the Second Closing Date shall be adjusted to offset the effect of stock splits, stock dividends, pro rata distributions of property or equity interests to the Company's shareholders after the Initial Closing Date.

  • CONDITIONS PRECEDENT TO THE MERGER The obligations of the Parties to effect the Merger are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:

  • Conditions Precedent to the Closing 12 7.1. Consents; Stockholder Approval .................................. 12 7.2. No Suits or Actions ............................................. 12 ARTICLE VIII - MISCELLANEOUS................................................. 12

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