CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SHAREHOLDERS Sample Clauses

CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SHAREHOLDERS. Subject to waiver as set forth in Section 14.5, the obligations of the Shareholders under this Agreement are subject to the fulfillment prior to or at the Closing of each of the following conditions:

CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SHAREHOLDERS. The obligations of the Shareholders to consummate and effect the transactions contemplated hereunder shall be subject to the satisfaction of the following conditions, or to the waiver thereof by the Shareholders, before the Closing Date:

CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SHAREHOLDERS. The obligations of the Shareholders under this Agreement to consummate the transactions contemplated hereby will be subject to the satisfaction, at or prior to the Closing, of all the following conditions, any one or more of which may be waived at the option of the Majority Shareholders:

CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SHAREHOLDERS. The Shareholders' obligations to sell the Shares to the Buyer and to consummate the other transactions contemplated hereby is subject to the satisfaction on prior to the Closing Date of each of the following conditions, unless expressly waived in writing by the Shareholders at or prior to Closing:

CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SHAREHOLDERS. The obligations of the PDD Shareholders under this Agreement are subject to the satisfaction, at or before the Closing (unless otherwise indicated herein), of the following conditions:

CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SHAREHOLDERS. The obligations of the Company and the Shareholders to perform and observe the covenants, agreements and conditions to be performed and observed by any of them at or before the Closing shall be subject to the satisfaction of the following conditions, which may be expressly waived only in writing signed by the Shareholders.

CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SHAREHOLDERS. The obligations of the Shareholders to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to or on the Closing Date, of each of the following conditions (any or all of which may be waived by the Shareholders in whole or in part to the extent permitted by applicable law): (a) all representations and warranties of Company contained herein shall be true and correct as of the date hereof and as of the Closing Date; (b) all representations and warranties of the Company contained herein qualified as to materiality shall be true and correct, and all representations and warranties of the Company contained herein not qualified as to materiality shall be true and correct in all material respects, at and as of the Closing Date with the same effect as though those representations and warranties had been made again at and as of that date; (c) the Company shall have performed and complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Company on or prior to the Closing Date; (d) the Company shall represent and warrant that it has no outstanding debts or liabilities other than those disclosed in the Company’s filings with the Securities and Exchange Commission; (e) the Company shall represent and warrant that it has filed all federal, state and local income tax returns and paid any and all outstanding taxes; (f) the Shareholders shall have been furnished with certificates (dated the Closing Date and in form and substance reasonably satisfactory to the Sellers) executed by the Chief Executive Officer and Chief Financial Officer of the Company certifying as to the fulfillment of the conditions specified in Sections 6.2(a), 6.2(b) and 6.2(c) hereof; (g) the Shareholders shall have been furnished by the Company with Certificates of Good Standing in the Company’s state of incorporation; (h) pursuant to Section 4.27 of this Agreement, the Company shall furnish the Shareholders with evidence that the Company is clear for trading on the OTCBB with at least two (2) market makers and a valid trading symbol; (i) the Company shall furnish the Shareholders with confirmation that there are no outstanding SEC or other regulatory comments or investigations concerning the Company; (j) the Company shall fully and effectively complete the Recapitalization, as further described in Section 2.2 of this Agreement; (k) the Company shall increase its authorized shares of comm...

CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SHAREHOLDERS. The obligations of the Sun East Shareholders under this Agreement are subject to the satisfaction, at or before the Closing Date, of the following conditions:

CONDITIONS PRECEDENT TO OBLIGATIONS OF THE SHAREHOLDERS. The obligations of the Parties to consummate the transactions contemplated by this Agreement are subject to the satisfaction on or prior to the Effective Date of all of the following conditions, any of which may be waived by the Shareholders.