CONDITIONS TO THE OBLIGATION OF THE PURCHASERS TO CLOSE. The obligation of the Purchasers to purchase the Securities and to pay the Purchase Price, and to perform any obligations hereunder shall be subject to the satisfaction as determined by, or waiver by, the Purchasers of the following conditions on or before the Closing Date:
CONDITIONS TO THE OBLIGATION OF THE PURCHASERS TO CLOSE. The obligation of the Purchasers to purchase the Purchased Shares and, in the case of Beacon, the Beacon Warrant, to pay the purchase price therefor at the Closing and to perform any obligations hereunder shall be subject to the satisfaction as determined by, or waiver by, the Purchasers of the following conditions on or before the Closing Date.
CONDITIONS TO THE OBLIGATION OF THE PURCHASERS TO CLOSE. The obligation of the Purchasers to purchase the Purchased Shares, to pay the purchase price therefor at the Closing and to perform any obligations hereunder shall be subject to the satisfaction as determined by, or waiver by, the Purchasers of the following conditions on or before the Closing Date.
(a) The representations and warranties of Seller contained in Article III hereof shall be true and correct in all respects at and on the Closing Date.
(b) Seller shall have delivered to each Purchaser a stock certificate representing the number of Purchased Shares set forth opposite such Purchaser's name on SCHEDULE 2.1 hereto.
(c) Seller shall have delivered to the Purchasers the opinion of counsel to Seller delivered by Seller to the Company and the Company's transfer agent in order to register the Purchased Shares in the name of the Purchasers.
CONDITIONS TO THE OBLIGATION OF THE PURCHASERS TO CLOSE. The obligation of each Purchaser to purchase the Securities, to pay the purchase price therefor and to perform any obligations hereunder shall be subject to the satisfaction as determined by, or waiver by, that Purchaser of the following conditions on or before the Closing Date. No Purchaser shall be obligated to purchase any Security unless the purchase and sale of all the other Securities occurs simultaneously therewith.
CONDITIONS TO THE OBLIGATION OF THE PURCHASERS TO CLOSE. The obligation of each Purchaser to purchase the number of shares of Preferred Stock set forth in the Exercise Notice at the Closing, to pay the Option Price therefor at the Closing and to perform any other obligations hereunder shall be subject to the reasonable satisfaction as determined by each Purchaser of the following conditions on or before the Closing Date:
CONDITIONS TO THE OBLIGATION OF THE PURCHASERS TO CLOSE. (a) The obligation of the Purchasers to purchase the Initial Purchased Shares at the Initial Closing, to pay the purchase price therefor at the Initial Closing and to perform any obligations hereunder shall be subject to the satisfaction as determined by, or waiver by, the Purchasers of the following conditions on or before the Initial Closing Date.
(i) The representations and warranties of Seller contained in Article III hereof shall be true and correct in all respects at and on the Initial Closing Date.
(ii) Seller shall have delivered to each Purchaser a stock certificate representing the number of Initial Purchased Shares to be purchased on the Initial Closing as set forth opposite such Purchaser's name on Schedule 2.1(a) hereto.
(iii) Seller shall have delivered to the Purchasers the opinion of Hale and Dorr LLP delivered by Seller to the Compxxx's traxxxxr agent in order to register the Additional Purchased Shares in the name of the Purchasers.
(iv) The Purchasers shall have received an opinion of Hale and Dorr LLP, dated the Initial Closing Date, relating xx the transactions contemplated by this Agreement.
(v) The Company shall have performed and complied with all of its agreements and conditions set forth herein that are required to be performed or complied with thereby on or before the Initial Closing Date.
(vi) The Purchasers shall have received a certificate from the Company, in form and substance satisfactory to the Purchasers, dated the Initial Closing Date and signed by the Secretary or an Assistant Secretary of the Company, certifying that the attached copy of the resolutions of the Board of Directors approving this Agreement and the transactions contemplated hereby (including an approval of the foregoing for purposes of Section 203 of the Delaware General Corporation Law) are all true, complete and correct and remain unamended and in full force and effect.
(vii) The Purchasers shall have received a certificate from the Company, in form and substance satisfactory to the Purchasers, dated the Initial Closing Date and signed by the Chief Executive Officer or Chief Financial Officer of the Company on behalf of the Company, certifying the matters set forth in Sections 6.1(a)(i) and 6.1(a)(v).
(b) The obligation of the Purchasers to purchase the Additional Purchased Shares at the Additional Closing, to pay the purchase price therefor at the Additional Closing and to perform any obligations hereunder shall be subject to the satisfaction as determi...
CONDITIONS TO THE OBLIGATION OF THE PURCHASERS TO CLOSE. The obligation of the Purchasers to purchase the Purchased Shares, to pay the purchase price therefor at the Closing and to perform any obligations hereunder shall be subject to the satisfaction as determined by, or waiver by, the Purchasers of the following condition on or before the Closing Date: Each of the Sellers shall have taken all actions necessary to effectuate the valid transfer of the Purchased Shares being purchased by the Purchasers, including, without limitation, delivering to the Purchasers the Stock Certificates and the Stock Powers, and shall have provided satisfactory evidence thereof to the Purchasers; and all of the representations and warranties of the Sellers set forth in Article III shall be true and correct on the Closing Date as though made on such date.
CONDITIONS TO THE OBLIGATION OF THE PURCHASERS TO CLOSE. The obligation of the Initial Purchasers to purchase the Shares and to pay the First Purchase Price, and of the Second Closing Purchasers to pay the Second Purchase Price, and to perform any obligations hereunder shall be subject to the satisfaction as determined by, or waiver by, the Initial Purchasers of the following conditions on or before the First Closing Date or in the case of Sections 5.9 and 5.12, by the Second Closing Purchasers on or before the Second Closing Date.
CONDITIONS TO THE OBLIGATION OF THE PURCHASERS TO CLOSE. The obligation of the Purchasers to purchase the Purchased Shares, to pay the purchase price therefor at the Closing and to perform any obligations hereunder shall be subject to the satisfaction as determined by, or waiver by, the Purchasers of the following condition on or before the Closing Date: The Seller shall have taken all actions necessary to effectuate the valid transfer of the Purchased Shares being purchased by the Purchasers, including wiring the Purchased Shares to the Purchasers' DTC accounts, and shall have provided satisfactory evidence thereof to the Purchasers.
CONDITIONS TO THE OBLIGATION OF THE PURCHASERS TO CLOSE. The obligation of each Purchaser under Section 2.1 of this Agreement shall be subject to the satisfaction or waiver of the following conditions on or before the date hereof:
