Examples of Purchaser Closing Conditions in a sentence
Seller and Purchaser may not rely on the failure of the Seller Closing Conditions or Purchaser Closing Conditions, respectively, if such failure was caused by such Party’s failure to act in good faith or to use its commercially reasonable efforts to cause the Closing to occur.
If all of the Purchaser Closing Conditions Precedent and all of Seller’s Closing Conditions Precedent are satisfied or waived in writing in accordance with the terms and conditions of this Agreement, Seller shall sell and transfer ProjectCo Interests to Purchaser, and Purchaser shall purchase and accept ProjectCo Interests from Seller, for the Purchase Price on the Closing Date, free and clear of all Liens, except for Permitted Liens.
Purchaser’s obligation to consummate the Closing and the Transactions is subject to the satisfaction, or waiver in writing by Purchaser in its sole discretion, of each of the Purchaser Closing Conditions Precedent, and Seller’s obligation to consummate the Closing and the Transactions is subject to the satisfaction, or waiver in writing by Seller in its sole discretion, of each of Seller’s Closing Conditions Precedent.
The Purchaser Closing Conditions are for the benefit of Purchaser, and Purchaser shall have the right to waive any of the Purchaser Closing Conditions at or prior to Closing.
The Purchaser Closing Conditions are for the benefit of Purchaser, and Purchaser shall have the right to waive any of the Purchaser Closing Conditions at or prior to Closing; provided, however, that any such waiver shall be made in a writing executed by Purchaser.
Seller and Purchaser may not rely on the failure of the Seller Closing Conditions or the Purchaser Closing Conditions, as the case may be, if such failure was caused by such party’s failure to act in good faith or failure to use its commercially reasonable efforts to cause the Closing to occur.
If Purchaser fails to terminate this Agreement by giving written notice to Seller prior to 5:00 p.m. Eastern Time on the last day of the Investigation Period, then (i) Purchaser will be deemed to have waived its right to terminate this Agreement under this Section 3.03, and (ii) Purchaser shall proceed with its purchase of the Property in accordance with the terms of this Agreement, subject to satisfaction of the Purchaser Closing Conditions (as defined in Section 7.03 below).
Notwithstanding anything herein to the contrary, with respect to any obligations of Seller hereunder that will require an action to be undertaken by Lessee, Seller will use good faith efforts to cause Lessee to take such action, and any failure of Seller to fulfill an obligation material to the Transaction due to Lessee failing to take a required action will not be considered a breach of Seller’s obligation but may constitute a failure to satisfy the Purchaser Closing Conditions.
The mortgage is a valid, existing and enforceable first ---------------- lien (except with respect to Second Mortgages) on the mortgaged property, including all buildings on the mortgaged property and all installations and mechanical, electrical, plumbing, heating and air conditioning systems located in or annexed to such building, and all additions, alterations and replacements made at any time with respect to the foregoing.
Pending Closing, the Parties shall use commercially reasonable efforts to take all actions that may be necessary to close the Transaction in accordance with the terms of this Agreement (but neither Purchaser nor Fenix shall be required to waive any of the Purchaser Closing Conditions, and the Vendors shall not be required to waive any of the Vendors Closing Conditions).