CONDITIONS TO CONSUMMATION OF ACQUISITION Sample Clauses

CONDITIONS TO CONSUMMATION OF ACQUISITION. Section 6.1 Conditions to Each Party's Obligations to Effect the Acquisition. The respective obligations of each party hereto to effect the Agreement are subject to the satisfaction at or prior to the Effective Time of the following conditions: (a) this Agreement shall have been duly adopted by the requisite vote or written consent of the stockholders of the Company, if and to the extent required by applicable law; (b) no statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or enforced by any court of competent jurisdiction or other Governmental Entity having jurisdiction over a party hereto that prohibits, restrains, enjoins or restricts the consummation of the Agreement; (c) The creditors of the Company set forth on attached Exhibit 6.1(g) have approved this Agreement and agree not to place the Company in default of the terms of any loan agreements they may have with the Company; (d) The creditors of the Company set forth on attached Exhibit 6.1(g) have approved this Agreement and agree to waive any right they may have to hold SUTIOC or IElement responsible for the repayment of any loans, notes or other liabilities of the Company; (e) The Company shall file with the SEC all of its delinquent reports through the end of its 2005 fiscal year; and (f) The Company’s convertible debenture holder and creditor NIR (insert proper legal name) shall have approved the transaction in its entirety and agreed to subordinate to the rights of SUTIOC included herein and shall have agreed to hold SUTIOC and IElement harmless from and for any and all obligations of the Company.
CONDITIONS TO CONSUMMATION OF ACQUISITION 

Related to CONDITIONS TO CONSUMMATION OF ACQUISITION

  • CONDITIONS TO CONSUMMATION OF THE MERGER 7.1 Conditions to Each Party's Obligations to Effect the Merger. The respective obligations of each party to effect the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions:

  • CONDITIONS TO CONSUMMATION OF MERGER 35 5.1 Conditions to Each Party's Obligations........................................................ 35 5.2 Conditions to Obligations of the Parent and the Acquisition Subsidiary........................ 36 5.3 Conditions to Obligations of the Company...................................................... 37

  • Consummation of Acquisition Concurrently with the making of the initial Loans, (i) the Buyer shall have purchased pursuant to the Acquisition Documents (no provision of which shall have been amended or otherwise modified or waived in a manner that is materially adverse to the Lenders’ interests) without the prior written consent of the Agents), and shall have become the owner, free and clear of all Liens, of all of the Acquisition Assets, (ii) the proceeds of the initial Loans shall have been applied in full to pay a portion of the Purchase Price payable pursuant to the Acquisition Documents for the Acquisition Assets and the closing and other costs relating thereto, and (iii) the Buyer shall have fully performed all of the obligations to be performed by it under the Acquisition Documents.

  • Conditions Precedent to Obligations to Consummate 9.1 Conditions to Obligations of Each Party. -------------------------------------------- The respective obligations of each Party to perform this Agreement and consummate the Merger and the other transactions contemplated hereby are subject to the satisfaction of the following conditions, unless waived by both Parties pursuant to Section 11.6:

  • Consummation of Agreement Seller shall use its best efforts to fulfill and perform all conditions and obligations on its part to be fulfilled and performed under this Agreement, and cause the transactions contemplated by this Agreement to be fully consummated.