Conditions to Closing of the Company Sample Clauses
The "Conditions to Closing of the Company" clause defines the specific requirements and obligations that must be satisfied by the company before the closing of a transaction can occur. Typically, these conditions may include obtaining necessary regulatory approvals, ensuring the accuracy of representations and warranties, and fulfilling any agreed-upon covenants or deliverables. By clearly outlining these prerequisites, the clause ensures that both parties are protected and that the transaction will only proceed once all essential criteria are met, thereby reducing the risk of disputes or incomplete transfers.
Conditions to Closing of the Company. The Company’s obligation to sell the Securities at the Closing is subject to the fulfillment to its satisfaction on or prior to the Closing Date of each of the following conditions:
Conditions to Closing of the Company. The obligations of the Company to effect the transactions contemplated by this Agreement with each Investor are subject to the fulfillment at or prior to each Closing Date of the conditions listed below.
Conditions to Closing of the Company. The Company's obligation ------------------------------------ to issue and sell the Common Shares at the Closing is subject to the satisfaction, or waiver by the Company, of the following conditions:
Conditions to Closing of the Company. The Company’s obligation to sell and issue the Shares is, unless waived by the Company, subject to the fulfillment as of the date of Closing of the following conditions:
Conditions to Closing of the Company. The Company’s obligations at the Closing are subject to the fulfillment, on or prior to the Closing Date, of the following conditions, any of which may be waived in whole or in part by the Company:
Conditions to Closing of the Company. The Company’s obligation to sell and issue the Units is, unless waived in writing by the Company, subject to the fulfillment as of the date of Closing of the following conditions:
Conditions to Closing of the Company. The Company's obligation to sell and issue the Notes is, unless waived in writing by the Company, subject to the fulfillment as of the Closing Date of the following conditions:
Conditions to Closing of the Company. The obligations of the Company to consummate the Closing shall be subject to the satisfaction at or prior to the Closing Date of the following conditions, any one or more of which may be waived by the Company:
Conditions to Closing of the Company. The obligation of the Company to consummate the Closing shall be subject to the satisfaction or, to the extent permitted by law, a waiver in writing by the Company of the additional conditions that, on or prior to the Closing Date:
(i) except as otherwise provided under Section 2(d)(ii), all representations and warranties of Subscriber contained in this Subscription Agreement shall be true and correct in all material respects (other than representations and warranties that are qualified as to materiality or material adverse effect, which representations and warranties shall be true and correct in all respects) at and as of the Closing Date (except to the extent that any such representation and warranty expressly speaks as of an earlier date, in which case such representation and warranty shall be true and correct in all material respects (other than representations and warranties that are qualified as to materiality or material adverse effect, which representations and warranties shall be true and correct in all respects) as of such earlier date) and
(ii) the representations and warranties of Subscriber contained in Section 4(t) of this Subscription Agreement shall be true and correct at all times on or prior to the Closing Date, and consummation of the Closing shall constitute a reaffirmation by Subscriber of such representations and warranties; and
(iii) Subscriber shall have performed, satisfied and complied in all material respects with all covenants, agreements and conditions required by this Subscription Agreement to be performed, satisfied or complied with by it at or prior to the Closing.
Conditions to Closing of the Company. The Company’s obligations to sell and issue the Shares at the Closing are subject to the fulfillment or (to the extent permitted by applicable law) written waiver by the Company, on or prior to the Closing Date, of each of the following conditions:
3.3.1 All representations and warranties of the Subscriber contained in this Subscription Agreement shall be true and correct in all material respects as of the Closing Date (except for those representations and warranties that speak as of a specified date, which shall be so true and correct as of such earlier specified date), and consummation of the Closing shall constitute a reaffirmation by the Subscriber of each of the representations, warranties and agreements contained in this Subscription Agreement as of the Closing Date (except for those representations and warranties that speak as of a specified date).
3.3.2 The Subscriber shall have performed or complied in all material respects with all agreements and covenants required by this Subscription Agreement.
3.3.3 All conditions precedent to the consummation of the Transaction set forth in the Business Combination Agreement shall have been satisfied or waived (other than those conditions that, by their nature, may only be satisfied at the consummation of the Transaction, but subject to satisfaction of such conditions as of the consummation of the Transaction).