Common use of CONDITIONS OF CLOSING BY BUYER Clause in Contracts

CONDITIONS OF CLOSING BY BUYER. The obligation of Buyer to close is subject to the satisfaction of the following conditions: (a) All representations and warranties of Seller contained in Sections 6(a) and 6(b) of this Agreement shall be true and correct in all material respects as of the Closing Date as though made on and as of the Closing Date, and Seller shall have performed and satisfied in all material respects all agreements and covenants required by Sections 8, 10, 11, 12 and 14 of this Agreement to be performed and satisfied by Seller prior to or on the Closing Date; (b) No suit, injunction, order or award, or other proceeding shall be pending or threatened before any court or governmental agency seeking to restrain, enjoin or prohibit the consummation of the transactions contemplated by this Agreement; and (c) All material consents and approvals of any Governmental Authority required for the transfer of the Properties from Seller to Buyer as contemplated by this Agreement, except consents and approvals that are customarily obtained after closing, shall have been granted, or, if applicable, the necessary waiting period shall have expired, or early termination of the waiting period shall have been granted.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Amen Properties Inc)

CONDITIONS OF CLOSING BY BUYER. The obligation of Buyer to close is subject to the satisfaction of the following conditions: (a) Buyer shall have had reasonable access during normal business hours to all data and records obligated to be provided Buyer as provided herein; (b) Buyer shall have had reasonable access to the Lands, Leases, ▇▇▇▇▇, and Equipment included in the Interests to conduct an inspection for all purposes, including environmental condition; (c) All representations and warranties of Seller contained in Sections 6(a) and 6(b) of this Agreement shall be true true, correct, and correct not misleading in all any material respects as of the Closing Date as though made on and as of the Closing Daterespects, and Seller shall have performed and satisfied all agreements and covenants in all material respects all agreements and covenants required by Sections 8, 10, 11, 12 and 14 of this Agreement to be performed and satisfied by Seller; (d) Seller prior shall have obtained and delivered to Buyer (i) all prerequisite waivers of preferential rights of purchase or on the Closing Date; expiration thereof shall have occurred, and (bii) all necessary consents for transfer of the Interests, except those which by their nature cannot be requested or obtained until after Closing, or Buyer and Seller shall have adjusted the Purchase Price in accordance with the provisions of this Agreement; (e) No suit, injunction, order or award, suit or other proceeding shall be pending or threatened before any court or governmental agency seeking to restrain, enjoin or prohibit the consummation of the transactions contemplated by this Agreement; and (c) All material consents and approvals of any Governmental Authority required for the transfer of the Properties from Seller to Buyer as contemplated by this Agreement, except consents and approvals that are customarily obtained after closing, shall have been granted, or, if applicable, the necessary waiting period shall have expiredprohibit, or early termination of declare illegal, or seeking substantial damages in connection with the waiting period shall have been granted.transaction contemplated hereby;

Appears in 1 contract

Sources: Purchase and Sale Agreement (St Mary Land & Exploration Co)

CONDITIONS OF CLOSING BY BUYER. The obligation of Buyer to close is subject to the satisfaction of the following conditions: (a) All representations and warranties of Seller contained in Sections 6(a) and 6(b) of this Agreement shall be true true, and correct in all material respects as of the Closing Date as though made on and as of the Closing Date, and Seller shall have performed and satisfied in all material respects all agreements and covenants required by Sections 8, 10, 11, 12 and 14 13 of this Agreement to be performed and satisfied by Seller prior to or on the Closing Date; (b) No suit, injunction, order or award, or other proceeding shall be pending or threatened before any court or governmental agency seeking to restrain, enjoin or prohibit the consummation of the transactions contemplated by this Agreement; and (c) All material consents and approvals of any Governmental Authority required for the transfer of the Properties from Seller to Buyer as contemplated by this Agreement, except consents and approvals that are customarily obtained after closing, shall have been granted, or, if applicable, the necessary waiting period shall have expired, or early termination of the waiting period shall have been granted. (d) Buyer and Trust shall have consummated the purchase and sale contemplated under the NPR Agreement.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Amen Properties Inc)