CONDITIONS PRECEDENT TO BUYER'S PERFORMANCE Clause Samples

CONDITIONS PRECEDENT TO BUYER'S PERFORMANCE. The obligations of Buyer to consummate the transactions contemplated by this Agreement are further subject to the satisfaction, at or before the Closing Date, of all the following conditions, any one or more of which may be waived in writing by Buyer:

CONDITIONS PRECEDENT TO BUYER'S PERFORMANCE. Buyer’s obligation to purchase the Property is subject to the satisfaction or written waiver by Buyer of all the conditions described below (which are for Buyer’s benefit), within the time periods specified:

CONDITIONS PRECEDENT TO BUYER'S PERFORMANCE. Buyer's obligation to purchase the Shares under this Agreement is subject to the satisfaction and/or written waiver by Buyer, at or before the Closing, of each of the conditions set forth in this Section IV.A.

CONDITIONS PRECEDENT TO BUYER'S PERFORMANCE. The obligation of Buyer ------------------------------------------- to purchase the Interests under this Agreement is subject to the satisfaction, at or before the Closing Date, of all the conditions set out below in this Section 8. Buyer may waive any or all of these conditions in whole or in part without prior notice. a. Except as otherwise permitted by this Agreement, all representations and warranties by Seller in this Agreement shall be true on and as of the Closing Date as though made at that time. b. Seller shall have performed, satisfied, and complied with all covenants, agreements, and conditions required by this Agreement to be performed or complied with by Seller on or before the Closing Date. c. Buyer shall have received certificates dated the Closing Date, signed and verified by Seller, certifying, in such detail as Buyer and its counsel may reasonably request, that the conditions specified in paragraphs (a) and (b) of this Section have been fulfilled. d. The Seller shall provide to Buyer each of the documents described in Section 4(a). e. No action, suit, or proceeding before any court or any governmental body or authority, pertaining to the transaction contemplated by this Agreement or to its consummation, shall have been instituted or threatened by any third party on or before the Closing Date. f. The execution and delivery of this Agreement by Seller, and the performance of its covenants and obligations under it, shall have been duly authorized by all necessary action, and Buyer shall have received copies of all resolutions pertaining to that authorization, certified by a manager of Seller. g. All necessary agreements and consents of any parties to the consummation of the transactions contemplated by this Agreement, or otherwise pertaining to the matters covered by it, shall have been obtained by Seller and delivered to Buyer. h. The form and substance of all certificates, instruments, opinions, and other documents delivered to Buyer under this Agreement shall be satisfactory in all reasonable respects to Buyer and its counsel. i. The Interests shall be free and clear of all security interests, mortgages, liens, claims, charges and encumbrances of any kind, except for the liens, claims, charges, encumbrances of other members under the Operating Agreements j. All necessary action shall have been taken by West Shore and Basin and their members and managers for Buyer to be a substituted member of West Shore and Basin with respect to the Inter...

CONDITIONS PRECEDENT TO BUYER'S PERFORMANCE. The obligation of Buyer to purchase the Company Shares under this Agreement is subject to the satisfaction, at or before the Closing, of all the conditions set out below in this Article 5.

CONDITIONS PRECEDENT TO BUYER'S PERFORMANCE. The obligation of Buyer to consummate the acquisition of the Company Shares in accordance with this Agreement is subject to the fulfillment of each of the following conditions, any of which may be waived by Buyer, in whole or in part, in its sole discretion:

CONDITIONS PRECEDENT TO BUYER'S PERFORMANCE. The obligations of the Buyer pursuant this Agreement are subject to the satisfaction, at any time following the date hereof, of all the conditions set out below. The Buyer may waive any or all of these conditions, in whole or in part, without prior notice; provided, however, that no such waiver of a condition shall constitute a waiver by the Buyer of any of its other rights or remedies, at law or in equity, if the Seller shall be in default of any of its representations, warranties, or covenants under this Agreement: 6.1. The Company shall have obtained the approval of the Chief Scientist of the Ministry of Industry and Trade of the State of Israel, for all transactions contemplated in this Agreement. 6.2. The Company shall have obtained the approval of the Investment Center of the Ministry of Industry and Trade, for all transactions contemplated in this Agreement. 6.3. The Company shall have obtained the approval of the Industry Development Bank, for all transactions contemplated in this Agreement. 6.4. The Buyer shall have obtained the consent of the holders of 90% or more of the share capital of the Company to sell their shares to the Buyer pursuant to the terms and conditions of this Agreement. This Agreement shall not become effective until, and shall be deemed to have immediately and automatically come into effect at, such time that the Buyer notifies the Seller of either (i) the satisfaction of all of the conditions set forth above, (ii) the waiver, by the Buyer, of all conditions which were not satisfied as of such date.

CONDITIONS PRECEDENT TO BUYER'S PERFORMANCE. The obligations of Buyer to purchase the Stock under this Agreement are subject to the satisfaction, at or before the Closing, of all the conditions set out below. Buyer may waive any or all of these conditions in whole or in part, provided, however, that no such waiver of a condition shall constitute a waiver by Buyer of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any representation, warranty or covenant under this Agreement.

CONDITIONS PRECEDENT TO BUYER'S PERFORMANCE. All obligations of Buyer under this Agreement are subject to the fulfillment, prior to or at the closing, of each of the following conditions: (i) Seller shall have performed and complied in all respects with all agreements and conditions required by this Agreement to be performed or complied with by it prior to or at the Closing.