Conditions to Obligation of Clause Samples

Conditions to Obligation of. EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to effect the Merger will be subject to the satisfaction at or prior to the Effective Time of the following conditions, provided that the failure of Conditions 4.1.4 through 4.1.10 hereof with respect to any particular Merging Company and its Shareholders will not act as a condition to the obligations of that Merging Company, or its Shareholders.

Conditions to Obligation of. EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of the following conditions: (a) This Agreement shall have been adopted by the affirmative vote of the holders of a majority of the outstanding shares of Company Common Stock. (b) No Order (whether temporary, preliminary or permanent) shall have been enacted, entered, promulgated or enforced by any court or governmental authority of competent jurisdiction which prohibits, restrains, enjoins or restricts the consummation of the Merger; PROVIDED, HOWEVER, that the parties shall use their reasonable best efforts to cause any such Order to be vacated or lifted. (c) Any waiting period applicable to the Merger under the HSR Act shall have terminated or expired. (d) The Form S-4 and any required post-effective amendment thereto shall have become effective under the Securities Act and shall not be the subject of any stop order or proceedings seeking a stop order, and any material "blue sky" and other state securities laws applicable to the registration of the Parent Common Stock to be exchanged for Company Common Stock shall have been complied with. (e) The shares of Parent Common Stock issuable to the holders of Company Common Stock pursuant to this Agreement shall have been approved for listing on the NYSE, subject to official notice of issuance. (f) Any waiting period under the proxy rules applicable to Parent shall have expired.

Conditions to Obligation of. EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to effect the Merger shall be subject to the satisfaction at or prior to the Effective Time of the following conditions:

Conditions to Obligation of. A1 To Effect the Merger. The obligations of A1 to effect the Merger and the other transactions contemplated hereby is further subject to the fulfillment, at or prior to the Closing, of each of the following additional conditions (all or any of which may be waived in whole or in part by A1 in their sole discretion):

Conditions to Obligation of. SELLER The obligation of Seller to consummate the transactions to be performed by it in connection with the Closing is subject to satisfaction of the following conditions: (i) the representations and warranties set forth in clause 3(b) above (other than in paragraph (iv) of clause 3(b)) shall be true and correct in all material respects at and as of the Closing Date; (ii) Buyer shall have performed and complied with all of its covenants hereunder required to be performed or complied with by Buyer on or before the Closing Date in all material respects through the Closing; (iii) there shall not be any injunction, judgment, order, decree, ruling or charge in effect preventing the Buyer from consummating any of the transactions contemplated by this Agreement; (iv) Buyer shall have delivered to Seller a certificate of an officer of Buyer to the effect that each of the conditions specified above in clause 8(b)(i)-(iii) is satisfied; (v) Seller shall have received from counsel to Buyer an opinion in form and substance reasonably satisfactory to Seller, addressed to Seller, and dated as of the Closing Date; and (vi) all actions to be taken by Buyer in connection with consummation of the transactions contemplated hereby and all certificates, opinions, instruments, and other documents required to effect the transactions contemplated hereby will be reasonably satisfactory in form and substance to Seller. Seller may waive any condition specified in this clause 8(b) in writing at or prior to the Closing.

Conditions to Obligation of. Each Party to Effect the Merger. The obligations of each party to effect the Merger shall be subject to the fulfillment at or prior to the Effective Time of the following conditions: (a) the Merger shall have been approved and adopted by the requisite consent of the stockholders of each of AMRE and the Company required by applicable law or by the applicable regulations of any stock exchange; (b) any waiting period (and any extension thereof) applicable to the consummation of the Merger under the Hart-▇▇▇▇▇-▇▇▇▇▇▇ ▇▇▇ shall have expired or been terminated;

Conditions to Obligation of. SELLER The obligation of Seller to consummate the transactions to be performed by it in connection with the Closing is subject to satisfaction of the following conditions: (i) the representations and warranties set forth in clause 3(b) above shall be true and correct in all material respects at and as of the Closing Date; (ii) Buyer shall have performed and complied with all of its covenants hereunder required to be performed or complied with by Buyer on or before the Closing Date in all material respects through the Closing; (iii) there shall not be any injunction, judgment, order, decree, ruling or charge in effect preventing the Buyer from consummating any of the transactions contemplated by this Agreement; (iv) Buyer shall have delivered to Seller a certificate to the effect that each of the conditions specified above in clause 8(b)(i)-(iii) is satisfied;

Conditions to Obligation of. Each Party to Effect the Transactions Contemplated by this Agreement. The obligation of each party to effect the transactions contemplated by this Recapitalization Agreement shall be subject to the fulfillment on or prior to the Consummation Date of the following conditions: A. The Stockholder Approval shall have been obtained. B. All consents, approvals, authorizations, waivers or permits of, or registrations, declarations or filings with or notifications to, any Governmental Entity, if any, necessary to permit the consummation of the transactions contemplated by this Agreement shall have been obtained on terms and conditions reasonably satisfactory to each party and shall remain in full force and effect. C. No preliminary or permanent injunction or other order, decree or ruling of any Governmental Entity nor any applicable law shall be in effect that would prohibit, restrain, or make illegal the consummation of the transactions contemplated by this Agreement.

Conditions to Obligation of. BANK Bank shall have no obligation under this Agreement to make any Extension of Credit unless and until it is satisfied, in its sole and absolute discretion, that all of the following conditions shall have been satisfied prior to or on the Closing Date: