Conditions to the Seller’s Obligations. The obligations of the Seller to convey and contribute the Transferred Assets on any Transfer Date occurring on or after the Closing Date shall be subject to the satisfaction of the following conditions (in addition to the procedures required by Section 2.02 hereof): (a) All representations and warranties of the Issuer contained in this Agreement shall be true and correct with the same effect as though such representations and warranties had been made on such date; and (b) All corporate and legal proceedings and all instruments in connection with the transactions contemplated by this Agreement shall be satisfactory in form and substance to the Seller, and the Seller shall have received from the Issuer copies of all documents (including without limitation records of corporate proceedings) relevant to the transactions herein contemplated as the Seller may reasonably have requested.
Appears in 4 contracts
Samples: Contribution and Sale Agreement (TAL International Group, Inc.), Contribution and Sale Agreement (TAL International Group, Inc.), Contribution and Sale Agreement (TAL International Group, Inc.)
Conditions to the Seller’s Obligations. The obligations of the Seller to convey and contribute the Transferred Assets on any Transfer Date occurring on or after the Initial Closing Date shall be subject to the satisfaction of the following conditions (in addition to the procedures required by Section 2.02 hereof):
(a) All representations and warranties of the Issuer contained in this Agreement shall be true and correct with the same effect as though such representations and warranties had been made on such date; and
(b) All corporate and legal proceedings and all instruments in connection with the transactions contemplated by this Agreement shall be satisfactory in form and substance to the Seller, and the Seller shall have received from the Issuer copies of all documents (including without limitation records of corporate proceedings) relevant to the transactions herein contemplated as the Seller may reasonably have requested.
Appears in 2 contracts
Samples: Contribution and Sale Agreement (TAL International Group, Inc.), Contribution and Sale Agreement (TAL International Group, Inc.)
Conditions to the Seller’s Obligations. The obligations of the Seller to convey and contribute the Transferred Sold Assets on any Transfer Date occurring on or after the Closing Date shall be subject to the satisfaction of the following conditions (in addition to the procedures required by Section 2.02 hereof):additional conditions:
(a) All representations and warranties of the Issuer Company contained in this Agreement shall be true and correct with the same effect as though such representations and warranties had been made on such date; and
(b) All corporate and legal proceedings and all instruments in connection with the transactions contemplated by this Agreement shall be satisfactory in form and substance to the Seller, and the Seller shall have received from the Issuer Company copies of all documents (including without limitation records of corporate proceedings) relevant to the transactions herein contemplated as the Seller may reasonably have requested.
Appears in 2 contracts
Samples: Contribution and Sale Agreement (CAI International, Inc.), Contribution and Sale Agreement (CAI International, Inc.)
Conditions to the Seller’s Obligations. The obligations of the Seller to convey and contribute the Transferred Contributed Assets on any the initial Transfer Date occurring and on or after the Closing each subsequent Transfer Date shall be subject to the satisfaction of the following conditions (in addition to the procedures required by Section 2.02 hereofsection 2.02(d)):
(a) All representations and warranties of the Issuer contained in this Agreement shall be true and correct with the same effect as though such representations and warranties had been made on such date; and
(b) All corporate limited liability company and legal proceedings and all instruments in connection with the transactions contemplated by this Agreement shall be satisfactory in form and substance to the Seller, and the Seller shall have received from the Issuer copies of all documents (including without limitation records of corporate limited liability company proceedings) relevant to the transactions herein contemplated as the Seller may reasonably have requested.
Appears in 1 contract
Samples: Contribution and Sale Agreement (Willis Lease Finance Corp)
Conditions to the Seller’s Obligations. The obligations of the Seller to convey and contribute the Transferred Contributed Assets or Excess Assets on any each Transfer Date occurring on or after the Closing Date shall be subject to the satisfaction of the following conditions (in addition to the procedures required by Section 2.02 hereofsection 2.02(d)):
(a) All representations and warranties of the Issuer contained in this Agreement shall be true and correct with the same effect as though such representations and warranties had been made on such date; and
(b) All corporate limited liability company and legal proceedings and all instruments in connection with the transactions contemplated by this Agreement shall be satisfactory in form and substance to the Seller, and the Seller shall have received from the Issuer copies of all documents (including without limitation records of corporate limited liability company proceedings) relevant to the transactions herein contemplated as the Seller may reasonably have requested.
Appears in 1 contract
Samples: Contribution and Sale Agreement (Willis Lease Finance Corp)
Conditions to the Seller’s Obligations. The obligations of the Seller to convey and contribute the Transferred Assets on any Transfer Date occurring on or after the Closing Date shall be subject to the satisfaction of the following conditions (in addition to the procedures required by Section 2.02 hereof2.02(d)):
(a) All representations and warranties of the Issuer contained in this Agreement shall be true and correct with the same effect as though such representations and warranties had been made on such date; and
(b) All corporate and legal proceedings and all instruments in connection with the transactions contemplated by this Agreement shall be satisfactory in form and substance to the Seller, and the Seller shall have received from the Issuer copies of all documents (including without limitation records of corporate proceedings) relevant to the transactions herein contemplated as the Seller may reasonably have requested.
Appears in 1 contract
Samples: Contribution and Sale Agreement (Sea Containers LTD /Ny/)