Obligations to satisfy Sample Clauses

Obligations to satisfy. The Company must do all things within its power or control to satisfy the conditions in clause 7.1.
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Obligations to satisfy. Each party must use all reasonable endeavours to ensure that the conditions in Section 5.1 and Section 5.2 are satisfied on, or before, each Applicable Closing Date, including by procuring performance by a third party. The parties must keep each other informed of any circumstances which may result in any condition not being satisfied in accordance with its terms.
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Obligations to satisfy. Rosneft will use reasonable endeavours to fulfil or procure the fulfilment of the Conditions listed in Paragraphs 3, 4, 5 and 6 of Schedule 1 (Conditions to Completion) as soon as possible and in any event before the Long Stop Date and will notify Seadrill and NADL in writing as soon as reasonably practicable of the satisfaction of each such Condition.
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Obligations to satisfy. The obligations of Entrée and Entrée Australia to satisfy that component of the Share Scheme Consideration comprising the Entrée Shares, in favour of each of the PacMag Shareholders shall be effected by Entrée and Entrée Australia procuring the following: (a) entry in the Entrée register of each Share Scheme Participant (other than Ineligible Foreign Security holders) in respect of the Entrée Shares issued to the Share Scheme Participant in accordance with this Share Scheme; (b) entry of the name of the Nominee in the Entrée register in respect of the Entree Shares that would be otherwise due to each Ineligible Foreign Security holder in accordance with this Share Scheme; and (c) on the Implementation Date, sending or procuring the dispatch to each Share Scheme Participant or the Nominee, as the case may be, by airmail (if possible) or ordinary mail to the address of that Share Scheme Participant or Nominee recorded in the Register at the Record Date, holding statements for the Entrée Shares issued to that Share Scheme Participant or the Nominee, as the case may be, as determined in accordance with the Share Scheme. In the case of joint holders of PacMag Shares, the Entree Shares shall be forwarded to the holder whose name appears first in the Register on the Record Date.
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Obligations to satisfy. The obligations of Entrée and Entrée Australia to satisfy that component of the Option Scheme Consideration comprising the Entrée Shares, in favour of each PacMag Optionholder shall be effected by Entrée and Entrée Australia procuring the following: (a) entry in the Entrée register of each Option Scheme Participant (other than Ineligible Foreign Security holders) in respect of the Entrée Shares issued to the Option Scheme Participant in accordance with this Option Scheme; (b) entry of the name of the Nominee in the Entrée register in respect of the Entrée Shares that would be otherwise due to each Ineligible Foreign Security holder in accordance with this Option Scheme; (c) all matters to assist PacMag in relation to the cancellation and extinguishment of the debts and claims evidenced by, and the rights and obligations pertaining to, the PacMag Options in accordance with the Option Scheme; and (d) on the Implementation Date, sending or procuring the dispatch to each Option Scheme Participant or the Nominee, as the case may be, by airmail (if possible) or ordinary mail to the address of that Option Scheme Participant or Nominee recorded in the Register at the Record Date, holding statements for the Option Scheme Consideration issued to that Option Scheme Participant or the Nominee, as the case may be, as determined in accordance with the Option Scheme. In the case of joint holders of PacMag Options, the Option Scheme Consideration shall be forwarded to the holder whose name appears first in the Register on the Record Date.
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Related to Obligations to satisfy

  • Conditions to Obligations OF EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of the following conditions:

  • Conditions to Xxxxx’x Obligations The obligations of Xxxxx hereunder with respect to a Placement will be subject to the continuing accuracy and completeness of the representations and warranties made by the Company herein, to the due performance by the Company of its obligations hereunder, to the completion by Xxxxx of a due diligence review satisfactory to Xxxxx in its reasonable judgment, and to the continuing satisfaction (or waiver by Xxxxx in its sole discretion) of the following additional conditions:

  • Statutory Obligations and Regulations D1 Prevention of Corruption 19 D2 Prevention of Fraud 20 D3 Discrimination 21 D4 The Contracts (Rights of Third Parties) Act 1999 21 D5 Environmental Requirements 21 D6 Health and Safety 21

  • Exceptions to obligations The obligations on the parties under this clause 14 will not be taken to have been breached to the extent that Confidential Information is: (a) disclosed by a party to its Experts in order to comply with obligations, or to exer- cise rights, under this Agreement; (b) required by Law to be disclosed; or (c) in the public domain otherwise than due to a breach of this clause 14.

  • Conditions to All Parties’ Obligations Notwithstanding any other provision of this Agreement to the contrary, the obligations of each of the parties to this Agreement to consummate the transactions described herein shall be conditioned upon the satisfaction of each of the following conditions precedent on or prior to the Closing Date:

  • Conditions to Agent’s Obligations The obligations of the Agent hereunder with respect to a Placement will be subject to the continuing accuracy and completeness of the representations and warranties made by the Company herein, to the due performance by the Company of its obligations hereunder, to the completion by the Agent of a due diligence review satisfactory to it in its reasonable judgment, and to the continuing satisfaction (or waiver by the Agent in its sole discretion) of the following additional conditions:

  • Conditions to Obligation of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the satisfaction at or prior to the Effective Time of the following conditions:

  • Conditions to Obligations of Each Party The respective obligations of each Party to perform this Agreement and consummate the Merger and the other transactions contemplated hereby are subject to the satisfaction of the following conditions, unless waived by both Parties pursuant to Section 11.6:

  • Conditions to Obligations to Close A. Conditions to Obligations of ALPP, A4TI, and Merger Sub. The obligations of each of ALPP, A4TI, and Merger Sub to consummate the transactions to be performed by it in connection with the Closing is subject to satisfaction of the following conditions, unless otherwise waived in writing by ALPP, A4TI, and Merger Sub prior to Closing; (1) The representations and warranties of Company set forth in Section 4 will be true and correct in all material respects as if made at and as of the Closing, except to the extent that such representations and warranties are qualified by the term “material,” or contain terms such as “Adverse Effect” or “Adverse Change,” in which case such representations and warranties as so written, including the term “material” or “Material,” will be true and correct in all respects at and as of the Closing; (2) Company will have performed and complied with all of its covenants hereunder in all material respects through the Closing, except to the extent that such covenants are qualified by the term “material,” or contain terms such as “Adverse Effect” or “Adverse Change,” in which case Company will have performed and complied with all of such covenants as so written, including the term “material” or “Material,” in all respects through the Closing; (3) There will not be any judgment, order, decree or injunction in effect that would (a) prevent consummation of any of the transactions contemplated by this Agreement, (b) cause any of the transactions contemplated by this Agreement to be rescinded following consummation, (c) adversely affect the right of A4TI to own the capital stock of Surviving Corporation and to control Surviving Corporation and its Subsidiaries, or (d) adversely affect the right of any of Surviving Corporation and its Subsidiaries to own its assets and to operate its business; (4) The Merger will have been duly approved by the Company’s Board of Directors and by holders of the Company Shares representing at least eighty percent (80%) of the Company Shares (the “Required Company Vote”); (5) Company will have delivered to ALPP and A4TI a certificate to the effect that each of the conditions specified in Sections 2.A(1)-(4) is satisfied in all respects; (6) Company will have delivered to ALPP and A4TI an executed counterpart of the Merger Certificate; and (7) Company will have delivered to ALPP and A4TI the resignations, effective as of the Closing, of each director and officer of Company excluding Xxxxxx Xxxx.

  • Conditions to Each Party’s Obligations The obligations of each Party to consummate the Merger and the other transactions described herein shall be subject to the satisfaction or written waiver (where permissible) by the Company and the Purchaser of the following conditions:

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