Conditions of the Purchaser’s Obligations. The obligations of the Purchaser to purchase and pay for the Private Placement Warrants are subject to the fulfillment, on or before each Closing Date, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligations of the Purchaser to purchase and pay for the Sponsor Warrants are subject to the fulfillment, on or before the Closing Dates, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligation of each Purchaser to purchase and pay for the Units is subject to the following conditions unless waived in writing by the Purchaser:
(a) The representations and warranties of the Company contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date. The Company shall have complied in all material respects with all agreements and satisfied all conditions on its part to be performed or satisfied hereunder at or prior to the Closing Date.
(b) None of the issuance and sale of the Securities pursuant to this Agreement or any of the transactions contemplated by any of the other Transaction Documents shall be enjoined (temporarily or permanently) and no restraining order or other injunctive order shall have been issued in respect thereof. There shall not have been any legal action, order, decree or other administrative proceeding instituted or, to the Company’s knowledge, threatened against the Company or against any Purchaser relating to the issuance of the Securities or any Purchaser’s activities in connection therewith or any other transactions contemplated by this Agreement, the other Transaction Documents or the Disclosure Documents.
(c) The Purchaser shall have received certificates, dated the Closing Date and signed by the Chief Executive Officer and the Chief Financial Officer of the Company, to the effect of paragraphs 5(a) and (b).
(d) The Company shall have obtained any and all consents, permits and waivers necessary or appropriate for consummation of the transactions contemplated by the Transaction Documents.
Conditions of the Purchaser’s Obligations. The obligations of ----------------------------------------- the Purchaser to surrender for conversion Securities and to purchase and pay for any Shares shall be subject, in the Purchaser's sole discretion, to the accuracy of the representations and warranties of each of the Company and BJI contained herein as of the date hereof and as of the Expiration Date, the Redemption Date and the Closing Date, as if made on and as of the Expiration Date, Redemption Date and the Closing Date, respectively, to the accuracy of the statements of the officers of each of the Company and BJI made pursuant to the provisions hereof, to the performance by each of the Company and BJI of its covenants and agreements hereunder and to the following additional conditions:
(a) The Registration Statement shall have been declared effective not later than 5:00 P.M., New York City time, on the date hereof or such later time as the Purchaser and the Company may agree upon; if required, the Prospectus and any amendment or supplement thereto shall have been filed with the Commission in the manner and within the time period required by Rule 424(b) under the Act; no stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto and no order directed at any document incorporated by reference in the Registration Statement or any post-effective amendment thereto or the Prospectus or any amendment or supplement thereto shall have been issued and no proceedings for that purpose shall have been instituted or threatened or, to the knowledge of the Company, BJI or the Purchaser, shall be contemplated by the Commission; and each of the Company and BJI shall have complied with any request of the Commission for additional information (to be included in the Registration Statement or the Prospectus or otherwise).
(b) On each of the effective date of the Registration Statement and the Closing Date, the Purchaser shall have received an opinion, dated such respective date, of Xxxx and Xxxx LLP, counsel for the Company and BJI, to the effect that:
(i) each of the Company and BJI has been duly incorporated and is validly existing as a corporation in good standing under the laws of its jurisdiction of incorporation and is duly qualified to transact business as a foreign corporation and is in good standing under the laws of the Commonwealth of Massachusetts;
(ii) each of the Company and BJI has corporate power to own or lease its properties and conduct its busines...
Conditions of the Purchaser’s Obligations. The obligations of the Purchaser to purchase and pay for the Private Placement Warrants are subject to the fulfillment, on or before the IPO Closing Date, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligations of the Purchaser to purchase and pay for the $15 Exercise Price Warrants are subject to the fulfillment, on or before the Closing Date, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligation of the Purchaser to purchase and pay for the Founders’ Units and Private Placement Warrants is subject to the fulfillment, on or before the applicable Closing Date, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligations of the Purchaser to purchase and pay for the Underwriter Warrants are subject to the fulfillment, on or before the Closing Dates, of each of the following conditions:
Conditions of the Purchaser’s Obligations. The obligations of each Purchaser under Section 1 hereof are subject to the fulfillment prior to or on the Closing Date of all of the following conditions, any of which may be waived in whole or in part by the Purchasers.
Conditions of the Purchaser’s Obligations. The obligation of each Purchaser to consummate the transactions contemplated herein at the Closing is subject to the satisfaction on or before the date of the Closing of the following conditions, all or any of which may be waived in writing by each Purchaser as to its obligation to consummate the transaction so contemplated:
