CONDITIONS TO EACH PURCHASER'S OBLIGATION TO PURCHASE. The Seller acknowledges that each Purchaser’s obligation to pay to the Seller the Attributable Purchase Price in exchange for the Attributable Purchased Shares on the Closing Date is conditioned upon satisfaction of the following conditions precedent on or before the Closing Date (any or all of which may be waived by such Purchaser in its sole discretion): (a) On the Closing Date, no legal action, suit or proceeding shall be pending or threatened which seeks to restrain or prohibit the transactions contemplated by this Agreement; (b) The Seller has delivered the Attributable Purchased Shares to such Purchaser or its designated account; and (c) The representations and warranties of the Seller contained in this Agreement shall have been true and correct on the date of this Agreement and shall be true and correct on the Closing Date as if given on and as of the Closing Date, and on or before the Closing Date, the Seller shall have performed all covenants and agreements of the Seller contained herein required to be performed by the Seller on or before the Closing Date.
Appears in 2 contracts
Sources: Stock Purchase Agreement (Harbinger Capital Partners Master Fund I, Ltd.), Stock Purchase Agreement (Harbinger Capital Partners Master Fund I, Ltd.)
CONDITIONS TO EACH PURCHASER'S OBLIGATION TO PURCHASE. The Seller acknowledges that obligation of each Purchaser’s obligation Purchaser hereunder to pay to purchase the Seller the Attributable Purchase Price in exchange for the Attributable Purchased Shares Securities on the Closing Date is conditioned upon satisfaction of subject to the following conditions precedent satisfaction, on or before the Closing Date (any or all Date, of which each of the following conditions, provided, that these conditions are for each Purchaser's sole benefit and may be waived by such Purchaser at any time in its sole discretion):discretion by providing the Seller with prior written notice thereof:
(a) On Contemporaneously with the Closing DateClosing, no legal action, suit or proceeding the Seller shall have caused the Purchased Securities being purchased by such Purchaser to be pending or threatened which seeks delivered to restrain or prohibit the transactions contemplated by this Agreement;Purchaser pursuant to the written instructions set forth on Annex A attached hereto.
(b) The Seller has delivered the Attributable Purchased Shares to such Purchaser or its designated account; and
(c) The representations and warranties of the Seller contained in this Agreement shall have been true and correct on the date of this Agreement and shall be true and correct on in all material respects as of the Closing Date as if given on date when made and as of the Closing DateDate as though made at that time (except for representations and warranties that speak as of a specific date, which shall be true and correct as of such specified date), and on or before the Closing Date, the Seller shall have performed performed, satisfied and complied in all covenants material respects with the covenants, agreements and agreements of the Seller contained herein conditions required by this Agreement to be performed performed, satisfied or complied with by the Seller on at or before prior to the Closing Date.
Appears in 1 contract