Condition Precedent Clause Samples
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Condition Precedent. The obligations of the parties to this Agreement are subject to the Receiver and the Corporation having received at or before Bank Closing evidence reasonably satisfactory to each of any necessary approval, waiver, or other action by any governmental authority, the board of directors of the Assuming Institution, or other third party, with respect to this Agreement and the transactions contemplated hereby, the closing of the Failed Bank and the appointment of the Receiver, the chartering of the Assuming Institution, and any agreements, documents, matters or proceedings contemplated hereby or thereby.
Condition Precedent. This Contract shall be subject to the availability and appropriation of funds and to the approval of the Governor.
Condition Precedent. This Contract shall be subject to the availability and appropriation of funds and to the approval of the Commissioner of the Department of Property and Procurement.
Condition Precedent. Lenders obligation to make the Loan hereunder shall be subject to satisfaction of the following conditions precedent:
a. Lender shall have received on or before the Effective Date the following, each dated such day, in form and substance satisfactory to Lender:
(i) This Agreement, duly executed by Borrower and Lender.
(ii) The Relationship Agreement dated on or about the date hereof, among Borrower, NESR Holdings Limited and Lender (the “Relationship Agreement”), duly executed by the parties thereto.
(iii) A certificate of the Secretary of Borrower certifying (i) that attached thereto is a true and complete copy of (A) resolutions of the Board of Directors and (B) resolutions of the Independent Director of Borrower, each authorizing the execution, delivery and performance of this Agreement and the Relationship Agreement and each of the transactions contemplated herein and therein, (ii) all documents evidencing other necessary corporate action and governmental approvals, if any, with respect to execution, delivery and performance of this Agreement and the Relationship Agreement and (iii) that attached thereto are the names and true signatures of the officers of Borrower authorized to sign this Agreement and the Relationship Agreement and all other documents delivered in connection herewith and therewith (the “Documents”).
(iv) A letter from the Process Agent indicating its acceptance of the appointment by Borrower pursuant to Section 14(b).
(v) An opinion of L▇▇▇▇▇ ▇▇▇▇▇▇▇▇ P.C., New York counsel for Borrower, satisfactory in form and substance to Lender.
b. The following statements shall be true and Lender shall have received a certificate signed by a duly authorized officer of Borrower, dated the Effective Date, stating that:
(i) the representations and warranties contained in Section 5 are true and correct on and as of the Effective Date; and
(ii) no event has occurred and is continuing that constitutes an Event of Default (as defined below) or any event that would constitute an Event of Default but for the requirement that notice be given or time elapse or both (“Default”).
c. The completion of due diligence in respect of the authorizations and compliance by Borrower of the applicable provisions under its governing documents and applicable law or regulations in entering into this Agreement and with results satisfactory to Lender in its sole discretion.
Condition Precedent. 3.1 This Agreement is conditional on you being selected to the Team (which will operate as a condition precedent). If you are not selected to the Team, then, pending the outcome of any successful appeal, this Agreement will not come into effect and neither party will have any claim against the other.
Condition Precedent. The obligations of the Assignor and the Assignee hereunder shall be subject to the fulfillment of the condition that the Assignor shall have (a) received payment in full of the Purchase Price, and (b) complied with the other applicable provisions of Section 11.7 of the Credit Agreement.
Condition Precedent. This Amendment shall become effective as of the date hereof upon receipt by the Agent of counterparts hereof duly executed by each of the parties hereto.
Condition Precedent. This Amendment shall become effective and be deemed effective, as of the date first above written, upon receipt by the Agent of one copy of this Amendment duly executed by each of the parties hereto.
Condition Precedent. The condition precedent in Section 2(a)(iii)(1) does not apply to a payment and delivery owing by a party if the other party shall have satisfied in full all its payment or delivery obligations under Section 2(a)(i) and shall at the relevant time have no future payment or delivery obligations, whether absolute or contingent, under Section 2(a)(i).
Condition Precedent. Section 2(a)(iii) will be amended by the deletion of the words "a Potential Event of Default" in respect of obligations of Party A only.