Conditions Precedent to the Obligations of the Vendor Sample Clauses
The "Conditions Precedent to the Obligations of the Vendor" clause defines specific requirements that must be satisfied before the vendor is legally required to fulfill their obligations under the agreement. These conditions might include obtaining necessary regulatory approvals, the buyer securing financing, or the completion of due diligence to the vendor's satisfaction. By setting out these prerequisites, the clause ensures that the vendor is not bound to proceed unless certain key factors are met, thereby protecting the vendor from undue risk and clarifying the steps that must occur before the transaction can move forward.
Conditions Precedent to the Obligations of the Vendor. All objections of the Vendor under this Agreement are subject to the fulfillment, before or at closing, of the following conditions:
Conditions Precedent to the Obligations of the Vendor. All obligations of Vendor under this Agreement are subject to the fulfillment, before or at the Closing Date, of the following conditions:
Conditions Precedent to the Obligations of the Vendor. 11.1 Purchaser’s Representations and Warranties
11.2 Purchaser’s Covenants
Conditions Precedent to the Obligations of the Vendor. The obligations of the Vendor to consummate the transactions herein contemplated are subject to the condition that:
(a) the representations and warranties of the Purchaser contained in Section 5 shall be true and correct in all material respects at the Closing;
(b) Vendor obtains the consent from any parties from whom consent to the transfer of the Intellectual Property is required, if any; and
(c) there shall not be in force any order or decree of accord of competent jurisdiction or any governmental authority restraining, interfering with or preventing the consummation of the transactions contemplated herein. The foregoing condition is for the exclusive benefit of the Vendor and may be waived in whole or in part by it at any time.
Conditions Precedent to the Obligations of the Vendor. All objections of the Vendor under this Agreement are subject to the fulfilment, before or at the Closing, of the following conditions:
(a) the Purchaser’s representations and warranties contained in this Agreement will be true at and as of the Closing as though such representations and warranties were made as of such time;
(b) the Purchaser will have performed and complied with all covenants, agreements and conditions required by this Agreement to be performed or complied with by it at or before the Closing;
(c) the Purchaser will have delivered to the Vendor a certificate of an officer of the Purchaser, dated the Time of Closing, certifying the fulfillment of the conditions set forth in sections 9(a) and 9(b); and
(d) all consents or approvals required to be obtained by the Vendor for the purpose of selling, assigning or transferring the Shares will have been obtained, provided that this condition may only be relied upon by the Vendor if the Vendor has diligently exercised its reasonable commercial best efforts to procure all such consents or approvals and the Purchaser has not waived the need for all such consents or approvals. Each of the foregoing conditions are for the exclusive benefit of the Vendor and any such condition may be waived in whole or part by the Vendor at or before the Time of Closing by delivering to the Purchaser a written waiver to that effect signed by the Vendor.
Conditions Precedent to the Obligations of the Vendor. The obligations of the Vendor to complete the sale of the Assigned Assets hereunder and the other transactions contemplated hereby shall be subject to the satisfaction of or compliance with, at or before the Closing Time, each of the following conditions precedent (each of which is hereby acknowledged to be for the exclusive benefit of the Vendor and may be waived by the Vendor in writing in whole or in part):
Conditions Precedent to the Obligations of the Vendor. 9.1 All obligations of the Vendor under this Agreement are subject to the fulfillment, prior to or at the Effective Date, of: the Purchaser being successful in arranging for the transfer of 4,250,000 previously issued common shares of the Purchaser to each of the Principals on the terms set out in Schedule E; the Purchaser executing an employment contract for the benefit of each of the Principals to be effective as of the Effective Date;
9.2 The conditions contained in subsection 9.1 are for the exclusive benefit of the Vendor and any such condition may be waived in whole or in part by the Vendor at or prior to the Time of Closing by delivering to the Purchaser a written waiver to that effect signed by the Vendor.
Conditions Precedent to the Obligations of the Vendor. The obligations of the Vendor to complete the sale of the Purchased Shares shall be subject to the satisfaction of, or compliance with, on or before the Closing Date, each of the following conditions precedent:
(a) the representations and warranties of the Purchaser made in Article 4 will be true and correct as of the Time of Closing with the same effect as if made as of such time (other than any such representations and warranties that are made as of a specified date, in which case such representations and warranties will be true as of the applicable specified date) and the Purchaser shall have complied in all material respects with all covenants and agreements required by this Agreement to be performed or complied with at or before the Time of Closing; and
(b) the landlord under the Lease will, if necessary, consent to the assignment of lease contemplated in section 6.8.
Conditions Precedent to the Obligations of the Vendor