Common use of CONDITIONS TO OBLIGATIONS OF THE TRANSFEREE Clause in Contracts

CONDITIONS TO OBLIGATIONS OF THE TRANSFEREE. The obligations of the Transferee under this Agreement are subject to the fulfillment, at the Closing Date, of the following conditions precedent, each of which may be waived in writing in the sole discretion of the Transferee: 6.01. CONTINUED TRUTH OF REPRESENTATIONS AND WARRANTIES OF THE TRANSFEROR; COMPLIANCE WITH COVENANTS AND OBLIGATIONS. All representations and warranties of the Transferor shall be true and correct in all material respects on and as of the Closing Date as though such representations and warranties were made on and as of such date (except where such representations are made as of a specific date in which case such representations shall be true and correct as of such date), except for any changes permitted by the terms hereof or consented to in writing by the Transferee. The Transferor shall have performed and complied with all terms, conditions, covenants, obligations, agreements and restrictions required by this Agreement to be performed or complied with by it prior to or at the Closing Date.

Appears in 2 contracts

Sources: Asset Acquisition Agreement (Cardium Therapeutics, Inc.), Asset Acquisition Agreement (Cell-Nique Corp)

CONDITIONS TO OBLIGATIONS OF THE TRANSFEREE. The obligations of the Transferee under this Agreement are subject to the fulfillment, at the Closing Date, of the following conditions precedent, each of which may be waived in writing in the sole discretion of the Transferee: 6.01. CONTINUED TRUTH OF REPRESENTATIONS AND WARRANTIES OF THE TRANSFEROR; COMPLIANCE WITH COVENANTS AND OBLIGATIONS. All representations and warranties of the Transferor shall be true and correct in all material respects aspects on and as of the Closing Date as though such representations and warranties were made on and as of such date (except where such representations are made as of even though they purport to have been given on a specific date in which case such representations shall be true and correct as of such dateprior to the Closing Date), except for any changes permitted by the terms hereof or consented to in writing by the Transferee. The Transferor shall have performed and complied with all terms, conditions, covenants, obligations, agreements and restrictions required by this Agreement to be performed or complied with by it prior to or at the Closing Date.

Appears in 1 contract

Sources: Asset Acquisition Agreement (Cell-Nique Corp)