Conditions Precedent to Performance by Sellers Sample Clauses

Conditions Precedent to Performance by Sellers. The obligation of Sellers to consummate the transactions contemplated by this Agreement is subject to the fulfillment, at or before the Closing, of the following conditions, any one or more of which (other than the conditions contained in Section 7.1(c) and Section 7.1(e)) may be waived by Sellers, in their sole discretion:
Conditions Precedent to Performance by Sellers. The obligation of LTV Companies to consummate the transactions contemplated by this Agreement is subject to the fulfillment, at or before the Closing Date, of the following conditions, any one or more of which (other than the condition contained in SECTION 7.1(c)(i)) may be waived by LTV Companies in their sole discretion:
Conditions Precedent to Performance by Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement are subject to the fulfillment, on or prior to the Closing Date, of the following conditions, any one or more of which may be waived in writing by Sellers in their sole discretion. If the Closing occurs, then any and all of the following conditions that were not satisfied on or prior to the Closing Date will conclusively be deemed to have been waived by Sellers.
Conditions Precedent to Performance by Sellers. (a) Without limitation upon the conditions set forth in Section 8(b)(ii) hereof, (all of which shall be conditions precedent to Sellers' obligations hereunder) Sellers' obligations under this Agreement shall be contingent and specifically conditioned upon the following: (i) Purchaser shall have, in all material respects, delivered, performed, observed, complied with and paid all of the items, instruments, documents, payments, covenants, agreements, and conditions required by this Agreement to be delivered, performed, observed, and complied with, and paid by Purchaser prior to or as of the Closing, including, but not limited to, the Reimbursement Payment as and when due and the balance of the Purchase Price and all amounts payable pursuant to Section 8(b)(ii)(E) hereof and an executed Assignment as required by Section 8(b)(ii)(B) hereof; (ii) The representations and warranties made by Purchaser in Section 13 of this Agreement shall be true and correct in all material respects on the date hereof and as though made at and as of the Closing Date, except as otherwise contemplated by this Agreement or consented to in writing by the Sellers (it being understood that representations and warranties that speak as of a specified date shall continue to speak as of the date so specified); (iii) Sellers shall have received duly completed and executed counterparts of the Consent; (b) In the event that any of the conditions described in Section 10(a) hereof have not been satisfied by the Closing Date, either Seller shall have the option, at any time on or before the Closing, to either (i) terminate this Agreement by written notice to Purchaser pursuant to Section 6(a) hereof, whereupon neither party hereto shall have any further right or obligation hereunder, other than as set forth in Section 14 hereof or (ii) waive such condition and close the sale of the Loan in accordance with the terms hereof.
Conditions Precedent to Performance by Sellers. The obligations of Sellers to sell the Securities and consummate the other transactions contemplated herein pursuant to the terms of this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the conditions of this Section 10. Sellers may waive any or all of these conditions in whole or in part, but no such waiver shall constitute a waiver by Sellers of any of their other rights or remedies at law or in equity under this Agreement. No condition shall be deemed to have been waived by Sellers unless such waiver is contained in a writing specifically referring to this provision and signed by Sellers.

Related to Conditions Precedent to Performance by Sellers

  • CONDITIONS PRECEDENT TO SELLER'S PERFORMANCE The obligations of Seller to sell and transfer the Assets under this Agreement are subject to the satisfaction, at or before the Closing, of all the following conditions:

  • CONDITIONS PRECEDENT TO BUYER'S PERFORMANCE The obligations of Buyer to purchase the Assets under this Agreement are subject to the satisfaction, at or before the Closing, of all the conditions set out below in this Article 9. Buyer may waive any or all of these conditions in accordance with Section 15.2 hereof, 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 of its representations, warranties or covenants under this Agreement.

  • Conditions Precedent to Seller’s Obligations The obligations of Seller to effect the Closing of the transactions contemplated hereby are subject to the fulfillment, prior to or at the Closing, of each of the following conditions, any of which may be waived in writing by Seller:

  • Conditions Precedent to Obligation of Seller The obligation of Seller to consummate the transaction hereunder shall be subject to the fulfillment on or before the date of Closing of all of the following conditions, any or all of which may be waived by Seller in its sole discretion: (a) Seller shall have received the Purchase Price as adjusted pursuant to and payable in the manner provided for in this Agreement. (b) Purchaser shall have delivered to Seller all of the items required to be delivered to Seller pursuant to the terms of this Agreement, including but not limited to, those provided for in Section 4.3. (c) All of the representations and warranties of Purchaser contained in this Agreement shall be true and correct in all material respects as of the date of Closing. (d) Purchaser shall have performed and observed, in all material respects, all covenants and agreements of this Agreement to be performed and observed by Purchaser as of the date of Closing.

  • Conditions Precedent to Buyer’s Obligations Each and every obligation of Buyer to be performed on the Closing Date shall be subject to the satisfaction prior to or at the Closing of each of the following conditions: