Covenants and Conditions of Closing Sample Clauses

Covenants and Conditions of Closing. 10 8.1 Covenants Regarding the Closing 10 8.2 Conditions to Obligation of Baltic 10 8.3 Conditions to Obligation of LynkTel 13 8.4 Specific Items to be Delivered at the Closing 15 ARTICLE 9: REPRESENTATIONS AND WARRANTIES BY LYNKTEL 17 9.1 Organization and Standing 17 9.2 Subsidiaries, etc. 17 9.3 Qualification 17 9.4 Corporate Authority 17 9.5 Financial Statements 18 9.6 Financial Information 18 9.7 Capitalization of LynkTel 18 9.8 Taxes 19 9.9 No Actions, Proceedings, etc. 19 9.10 Post Balance Sheet Changes 19 9.11 No Breaches 20 9.12 Condition of LynkTel's Assets 20 9.13 Inventory 20 9.14 Accounts Receivable 20 9.15 Corporate Acts and Proceedings 20 9.16 Registered Rights and Proprietary Information 21 9.17 Changes in Suppliers and Customers 22 9.18 No Liens or Encumbrances 22 9.19 Employee Benefits 22 9.20 Legal Proceedings and Compliance with Law 22 9.21 Labor Matters 23 9.22 Insurance 23 9.23 Environmental 24 9.24 Disclosure of Information 24 9.25 Representation and Warranties 24 ARTICLE 10: COVENANTS OF LYNKTEL 25 10.1 Preservation of Business 25 10.2 Ordinary Course 25 10.3 Negative Covenants 25 10.4 Additional Covenants 26 10.5 Access to Books and Records, Premises, etc. 27 10.6 Compensation 27 10.7 No Solicitation 27 ARTICLE 11: REPRESENTATIONS AND WARRANTIES OF BALTIC 28 11.1 Organization and Standing 28 11.2 Subsidiaries, etc. 28 11.3 Qualification 28 11.4 Corporate Authority 28 11.5 Financial Statements 29 11.6 Financial Information 29 11.7 Capitalization of Baltic 29 11.8 No Actions, Proceedings, etc. 30 11.9 Post Balance Sheet Changes 30 11.10 No Breaches 31 11.11 Corporate Acts and Proceedings 31 11.12 Legal Proceedings and Compliance with Law 31 11.13 Representation and Warranties 31 ARTICLE 12: COVENANTS OF BALTIC 32 12.1 Preservation of Business 32 12.2 Ordinary Course 32 12.3 Negative Covenants 32 12.4 Additional Covenants 33 12.5 Access to Books and Records, Premises, etc. 34 12.6 Delivery of Additional Filings 34 ARTICLE 13: TERMINATION 34 13.1 Termination 34 13.2 Effect of Termination 35 13.3 LynkTel Termination Fee 35 ARTICLE 14: INDEMNIFICATION AND REMEDIES FOR BREACH 36 14.1 Indemnification by Baltic 36 14.2 Indemnification by LynkTel 36 14.3 Additional Notice 37 14.4 Determination of Damages and Related Matters 37 14.5 Remedies for Breach 38 ARTICLE 15: NONDISCLOSURE OF CONFIDENTIAL INFORMATION 38 15.1 Nondisclosure of Confidential Information 38 15.2 No Publicity 39 ARTICLE 16: EXPENSES 39 ARTICLE 17: MISCELLANEOUS 40 17.1 Attor...
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Covenants and Conditions of Closing. 11 8.1 Covenants Regarding the Closing 11 8.2 Conditions to Obligation of Guardian 11 8.3 Conditions to Obligation of Vairex 15 8.4 Specific Items to be Delivered at the Closing 18
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Covenants and Conditions of Closing 
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Related to Covenants and Conditions of Closing

  • Covenants and Conditions All provisions of this Lease to be observed or performed by Lessee are both covenants and conditions.

  • Conditions of Closing The Closing shall be held at the offices of the Investor or its counsel. The obligations of the Placement Agent hereunder shall be subject to the continuing accuracy of the representations and warranties of the Company and the Investor herein as of the date hereof and as of the Date of Closing (the "Closing Date") with respect to the Company or the Investor, as the case may be, as if it had been made on and as of such Closing Date; the accuracy on and as of the Closing Date of the statements of the officers of the Company made pursuant to the provisions hereof; and the performance by the Company and the Investor on and as of the Closing Date of its covenants and obligations hereunder and to the following further conditions:

  • Covenants, Agreements, Representations and Warranties The Debtor hereby covenants and agrees with, and represents and warrants to, the Secured Party that:

  • REPRESENTATIONS, COVENANTS AND WARRANTIES The Company represents, covenants and warrants as follows:

  • Pre-Closing Covenants and Agreements The parties hereto covenant and agree to perform or take any and all such actions to effectuate the following from the date hereof until the earlier of the Closing Date or the termination of this Agreement:

  • Representations, Warranties, Covenants and Agreements of the Debtors Except as set forth under the corresponding section of the disclosure schedules delivered to the Secured Parties concurrently herewith (the “Disclosure Schedules”), which Disclosure Schedules shall be deemed a part hereof, each Debtor represents and warrants to, and covenants and agrees with, the Secured Parties as follows:

  • COVENANTS AND AGREEMENTS OF BUYER Buyer covenants and agrees with Seller as follows:

  • Covenants and Warranties Grantor represents, warrants, covenants and agrees as follows:

  • Covenants and Agreements of Seller Seller covenants and agrees with Buyer as follows:

  • General Representations, Covenants and Warranties To induce each Revolving Credit Lender to establish the credit facility contemplated herein and to induce the Revolving Credit Lenders to provide loans and advances under the Revolving Credit (each of which loans shall be deemed to have been made in reliance thereupon) the Borrowers, in addition to all other representations, warranties, and covenants made by any Borrower in any other Loan Document, make those representations, warranties, and covenants included in this Agreement.

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