Common use of Obligations of CTI and Siemens Clause in Contracts

Obligations of CTI and Siemens. The obligations of Siemens to purchase the shares of Common Stock of Group in accordance with the terms hereof and the obligation of CTI to exchange shares of Common Stock of CTI for shares of Common Stock of Group in accordance with the terms hereof shall be subject to and expressly conditioned upon fulfillment of the conditions recited in Section 1.1 above and each of the following conditions on or prior to the Closing Date: a. Approval of and compliance with all terms of the Reorganization Agreement by all of the parties thereto. b. All representations and warranties of Shareholder contained herein shall be true and correct in all material respects at and as of the Closing with the same force and effect as though made at and as of such time. c. Shareholder shall have performed and complied with all of the obligations, terms, conditions and agreements required to be performed or complied with by it on or prior to the Closing.