Conditions at Closing Clause Samples

The "Conditions at Closing" clause defines the specific requirements and circumstances that must be satisfied before the finalization of a transaction, typically in the context of a sale or acquisition. This clause may require that certain documents are delivered, regulatory approvals are obtained, or that no material adverse changes have occurred to the subject of the transaction. By clearly outlining these prerequisites, the clause ensures that both parties are protected and that the closing only proceeds when all agreed-upon conditions are met, thereby reducing the risk of disputes or incomplete transactions.
Conditions at Closing. The Closing and Purchaser’s obligations under this Contract to purchase the Property are expressly conditioned on the following: (a) Seller’s delivery to Purchaser at Closing of a duly executed and acknowledged Special Warranty Deed, acceptable to Purchaser, conveying good and marketable title in fee simple to all of the Property, free and clear of any and all liens, encumbrances, conditions, assessments, and restrictions other than as provided in this Contract; (b) ▇▇▇▇▇▇’s execution of such documents and instruments reasonably requested by Purchaser’s title company to consummate the transactions contemplated herein; and (c) Seller’s delivery of possession of the Property to Purchaser at Closing, including, if applicable, delivery of any keys and disclosure of any security codes for entry onto the Property and for entry into any buildings thereon (including interior locking doors). At Closing, Purchaser shall deliver to Seller the Purchase Price in accordance with the terms of this Contract.
Conditions at Closing. After the expiration of the Contingency Period, the closing of the transaction contemplated by this Agreement and the obligations of Purchaser are subject to and contingent upon the following: A. The representations and warranties made by Seller in Section 6 shall be correct as of the Closing Date with the same force and effect as if such representations were made at such time. B. The status and marketability of title shall have been established to Purchaser’s satisfaction in accordance with this Agreement.
Conditions at Closing. 27 7.1 Seller's Conditions.............................. 27 7.2 Purchaser's Conditions........................... 28 7.3 Failure of Condition............................. 29
Conditions at Closing. Your obligation to purchase and pay for the 1997 Notes to be purchased by you hereunder at the Closing is subject to the satisfaction, on or before the Date of the Closing, of the following conditions:
Conditions at Closing 

Related to Conditions at Closing

  • Actions at Closing At the Closing, the following actions will take place: (a) Buyer will pay to GLAR the Purchase Price as described in Section 1.3 of this Agreement by delivery of (i) stock certificates evidencing the ESP Stock, and (ii) the Consulting Agreement referenced in Section 2 of this Agreement, executed by the Buyer. (b) GLAR will deliver to Buyer copies of necessary resolutions of the Board of Directors of GLAR authorizing the execution, delivery, and performance of this Agreement and the other agreements contemplated by this Agreement for GLAR's execution, and consummation of the transactions contemplated by this Agreement, which resolutions have been certified by an officer of GLAR as being valid and in full force and effect. (c) Buyer will deliver to GLAR copies of corporate resolutions of the Board of Directors of Buyer authorizing the execution, delivery and performance of this Agreement and the other agreements contemplated by this Agreement for Buyer's execution, if any, and consummation of the transactions contemplated by this Agreement, which resolutions have been certified by an officer of Buyer as being valid and in full force and effect. (d) GLAR and the Company will each deliver to the other party true and complete copies of each party's Certificate of Incorporation and a Certificate of Good Standing from the appropriate official of each party's jurisdiction of incorporation, which certificates and certificates of good standing are dated not more than 30 days prior to the Closing Date. (e) Each party to the Consulting Agreement shall have executed it and delivered the signed copy to the other party to the Consulting Agreement. (f) The Board of Directors and executive officers of GLAR will appoint new members of the Board of Directors and new executive officers to replace them, as designated in writing by the Buyer, and will resign simultaneously. (g) Immediately prior to their resignation, the then directors and executive officers of GLAR will immediately execute all documents and take all action which is necessary or appropriate in order to cause the designees of the Buyer to be the signatories on all GLAR bank accounts. (h) Any additional documents or instruments as a party may reasonably request or as may be necessary to evidence and effect the sale, assignment, transfer and delivery of the GLAR Stock to the Buyer.

  • Conditions to the Purchasers’ Obligations at Closing The obligations of the Purchaser to purchase Shares at the Closing are subject to the fulfillment, on or before the Closing, of each of the following conditions, unless otherwise waived:

  • Buyer's Obligations at Closing At Closing, Buyer shall:

  • Transactions at Closing At the Closing, subject to the terms and conditions hereof:

  • Conditions to Purchasers’ Obligations at the Closing Purchasers’ obligation to purchase the Shares at the Closing are subject to the satisfaction, at or prior to the Closing Date, of the following conditions: