Common use of Conditions of the Obligations of the Underwriters Clause in Contracts

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Guarantor herein (as though made on the Closing Date), to the accuracy of the statements of Company the Company’s and the Guarantor’s officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Guarantor of their respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company herein on and as of the Issuer herein Time of Sale and on and as of the Closing Date as if made on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein (as though made on the such Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:.

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy when made and on the Closing Date of the representations and warranties on the part of the Company and the Issuer herein on the Closing DatePartnership herein, to the accuracy of the statements of Company officers of the Partnership Entities made pursuant to the provisions hereof, to the performance by the Company and the Issuer Partnership of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateTransaction Entities herein, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Firm Shares as provided herein on the Closing Date, shall be subject to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the timely performance by the Company of its covenants and the Issuer of their other obligations hereunder hereunder, and to each of the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on any Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateSelling Shareholders herein, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Shareholders of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities Shares will be subject to the accuracy of the representations and warranties on the part of the Company Company, Arconic and the Issuer herein on the Closing Dateeach Selling Stockholder herein, to the accuracy of the statements of Company Company, Arconic and each Selling Stockholder’s officers made pursuant to the provisions hereof, to the performance by the Company Company, Arconic and the Issuer each Selling Stockholder of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Dateherein, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will as provided herein on the Closing Date shall be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on Subsidiary Guarantors set forth in Section 1 hereof as of the date hereof and as of the Closing Date, Date as though then made and to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the timely performance by the Company and the Issuer Subsidiary Guarantors of their respective covenants and other obligations hereunder hereunder, and to each of the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateCompany, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy in all material respects of the representations and warranties on the part of the Company and the Issuer herein on the Closing Dateherein, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company herein as of the date hereof and the Issuer herein on as of the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company Issuer and the Issuer herein on the Closing DateCompany herein, to the accuracy of the statements of Issuer and Company officers made pursuant to the provisions hereof, to the performance by each of the Issuer and the Company and the Issuer of their respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Selling Stockholder herein (as though made on the such Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Stockholder of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters each Underwriter to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein Firm Shares on the Closing Date or the applicable Option Shares on each Option Closing Date, to as the accuracy of the statements of Company officers made pursuant to the provisions hereofcase may be, as provided herein is subject to the performance by the Company of its covenants and the Issuer of their other obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Dateherein, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance in all material respects by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the respective representations and warranties on the part of the Company and the Issuer herein on the Closing DateGuarantor herein, to the accuracy of the respective statements of Company officers and Guarantor officers made pursuant to the provisions hereof, to the performance in all material respects by the Company and the Issuer Guarantor of their respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters to purchase and pay for the Offered Securities will be Shares on the Closing Date is subject to the accuracy accuracy, as of the Closing Date, of the representations and warranties on the part of the Company contained herein, and the Issuer herein on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance in all material respects by the Company of its covenants and the Issuer of their obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The respective obligations of the several Underwriters under this Agreement with respect to purchase and pay for the Offered Underwritten Securities will be are subject to the accuracy accuracy, on the date of this Agreement and on the Closing Date, of the representations and warranties on the part of the Company and the Issuer herein on the Closing Datecontained herein, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and and, if applicable, the Issuer Selling Subsidiary, of their its obligations hereunder hereunder, and to each of the following additional terms and conditions precedentapplicable to the Underwritten Securities:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Dateherein, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company herein as of the Execution Time and the Issuer herein on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on each respective Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein (as though made on the such Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities Shares on each Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein (as though made on the such Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The respective obligations of the several Underwriters hereunder to purchase and pay for the Offered Securities will Shares as provided herein on the Closing Date shall be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on Selling Stockholders set forth in Section 1 hereof as of the date hereof and as of the Closing DateDate as though then made, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the timely performance by the Company and the Issuer Selling Stockholders of their respective covenants and other obligations hereunder hereunder, and to each of the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will Shares as provided herein on the Closing Date shall be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on Selling Stockholders set forth in Section 1 and Section 2 hereof as of the date hereof and as of the Closing Date, Date as though then made and to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the timely performance by the Company and the Issuer Selling Stockholders of their respective covenants and other obligations hereunder hereunder, and to each of the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy when made and on the Closing Date of the representations and warranties on the part of the Company and the Issuer herein on the Closing Dateherein, to the accuracy of the statements of the Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer in all material respects of their its respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Selling Shareholders herein (as though made on the such Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Shareholders of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein (as though made on the such Closing Date), to the accuracy of the statements of the officers of the Company officers and the Guarantors made pursuant to the provisions hereof, to the performance by the Company and the Issuer Guarantors of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateParent herein, to the accuracy of the statements of officers of the Company officers and the Parent made pursuant to the provisions hereof, to the performance by the Company and the Issuer Parent of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will as provided herein on the Closing Date shall be subject to the accuracy of the representations and warranties on the part of each of the Company and the Issuer herein on Selling Shareholder set forth in Sections 1 and 2 hereof, as of the Initial Sale Time, and as of the Closing Date, Date as though then made and to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the timely performance by each of the Company and the Issuer Selling Shareholder of their respective covenants and other obligations hereunder hereunder, and to each of the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will as provided herein on the Closing Date, shall be subject to (1) the accuracy of the representations and warranties on the part of the Company set forth in Section 1 hereof as of the date hereof and the Issuer herein on as of the Closing Date, to as though then made; (2) the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the timely performance by the Company of its covenants and the Issuer other obligations hereunder; and (3) each of their obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Preferred Securities will be subject to the accuracy of the representations and warranties on the part of the Company and Trust or the Issuer herein on the Closing DateCorporation herein, to the accuracy of the statements of Company trustees or representatives of the Trust and officers of the Corporation made pursuant to the provisions hereof, to the performance by the Company Trust and the Issuer Corporation of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateSelling Stockholders herein, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Stockholders of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will as provided herein on the Closing Date shall be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Date, Guarantors set forth in Section 1 hereof as of each Representation Date as though then made and to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the timely performance by the Company and the Issuer Guarantors of their its covenants and other obligations hereunder hereunder, and to each of the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateGuarantors herein, to the accuracy of the statements of officers of the Company officers and the Guarantors made pursuant to the provisions hereof, to the performance by the Company and the Issuer Guarantors of their respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will as provided herein on the Closing Date or the Option Closing Date shall be subject to (1) the accuracy of the representations and warranties on the part of the Company set forth in Section 1 and Section 2 hereof as of the Issuer herein on date hereof and as of the Closing Date, to Date or the accuracy of Option Closing Date as though then made; (2) the statements of Company officers made pursuant to the provisions hereof, to the timely performance by the Company and the Issuer Selling Shareholder of their the covenants and other obligations hereunder hereunder; and to (3) each of the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will as provided herein on each Closing Date shall be subject to (i) the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Date, to the accuracy set forth in Section 1 hereof as of the statements date hereof and as of Company officers made pursuant to the provisions hereof, to applicable Closing Date as though then made; (ii) the timely performance by the Company of its covenants and the Issuer other obligations hereunder; and (iii) each of their obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateSelling Stockholders herein, to the accuracy of the statements certificates of Company officers made delivered pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Stockholders of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters each Underwriter to purchase and pay for the Offered Securities will on the Closing Date shall be subject to the accuracy of the representations and warranties on the part of the Company contained herein as of the Applicable Time of Sale, the Execution Time and the Issuer herein on the Closing Date, to the accuracy of the statements of the Company officers made in any certificates pursuant to the provisions hereof, and to the performance by the Company of its covenants and the Issuer of their other obligations hereunder and to the following additional conditions precedent:conditions: (a)

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company herein as of the date of the applicable Terms Agreement, as of the Applicable Time and the Issuer herein on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be Shares on the Closing Date are subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the as of such Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateSubsidiary Guarantors herein, to the accuracy of the statements of officers of the Company officers and the Subsidiary Guarantors made pursuant to the provisions hereof, to the performance by the Company of its and the Issuer Subsidiary Guarantors of their respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters to purchase and pay for the Offered Securities will be Firm Shares on the Closing Date or the Option Shares on or before the Option Closing Date, as the case may be, as provided herein is subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateCompany, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company of its covenants and the Issuer of their other obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Guarantors herein (as though made on the such Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Guarantors of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The respective obligations of the several Underwriters to purchase and pay for the Offered Underwritten Securities will be are subject to the accuracy accuracy, on the date of the Terms Agreement and on the Closing Date, of the representations and warranties on the part of the Company and the Issuer herein on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereofcontained herein, to the performance by the Company and the Issuer of their its obligations hereunder hereunder, and to each of the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Guarantors herein (as though made on the Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Guarantors of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the applicable Issuer herein on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the applicable Issuer of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy accuracy, at and as of the date of the Terms Agreement and the Closing Date, of the representations and warranties on the part of the Company and the Issuer herein on the Closing Dateherein, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company Company, at and as of the Issuer Closing Date, of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters each Underwriter to purchase and pay for the Offered Securities will be Firm Shares on the Closing Date or any Option Shares on the Option Closing Date, as the case may be, as provided herein is subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateParent, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Parent of their its covenants and other obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company Partnership herein (as of the Applicable Time and the Issuer herein on as of the Closing Date), to the accuracy of the statements of Company Partnership officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Partnership of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company [and the Issuer herein on the Closing DateSubsidiary Guarantors] herein, to the accuracy of the statements of officers of the Company officers [and the Subsidiary Guarantors] made pursuant to the provisions hereof, to the performance by the Company of its [and the Issuer Subsidiary Guarantors of their respective] obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on any Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Dateherein, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters Underwriter to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Selling Stockholders herein (as though made on the Closing Date), to the accuracy of the statements of officers of the Company officers and the Selling Stockholders made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Stockholders of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company Issuer and the Issuer Guarantors herein (as though made on the Closing Date), to the accuracy of the statements of Company the officers of the Issuer made pursuant to the provisions hereof, to the performance by the Company Issuer and the Issuer Guarantors of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company Seller and the Issuer Servicer herein on the date hereof and at the Closing Date, to the accuracy of the statements of Company officers of the Seller and the Servicer made pursuant to the provisions hereof, to the performance by the Company Seller and the Issuer Servicer of their respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateIssuers herein, to the accuracy of the statements of Company officers of the Issuers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Issuers of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Guarantors herein (as though made on the Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer each Guarantor of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Guarantors herein on the date hereof and as of the Closing Date, to the accuracy of the statements of Company Company’s and the Guarantors’ officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Guarantors of their respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities Shares on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateSelling Stockholders herein, to the accuracy of the statements of officers of the Company officers and the Selling Stockholders made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Stockholders of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Guarantor herein (as though made on the Closing Date), to the accuracy of the statements of Company the Company's and the Guarantor's officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Guarantor of their respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer each Subsidiary Guarantor herein (as though made on the Closing Date), to the accuracy of the statements of Company and Subsidiary Guarantor officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer each Subsidiary Guarantor of their respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be Firm Shares on the Closing Date are subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on as of the Closing Date, Date to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The respective obligations of the several Underwriters hereunder to purchase and pay for the Offered Securities will Shares as provided herein on the Closing Date shall be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on Selling Shareholders set forth in Section 1 hereof as of the date hereof and as of the Closing DateDate as though then made, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the timely performance by the Company and the Issuer Selling Shareholders of their respective covenants and other obligations hereunder hereunder, and to each of the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Subsidiary Guarantors herein on as of the date hereof and as of the Closing Date, to Date with the accuracy same force and effect as if made as of the statements of Company officers made pursuant to the provisions hereofthat date, to the performance by the Company and the Issuer Subsidiary Guarantors of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Underwritten Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateSeller herein, to the accuracy of the statements of Company officers of the Seller and Triad made pursuant to the provisions hereof, to the performance by the Company and the Issuer Seller of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters each Underwriter to purchase and pay for the Offered Securities will on the Closing Date shall be subject to the accuracy of the representations and warranties on the part of the Company contained herein as of the Applicable Time of Sale, the Execution Time and the Issuer herein on the Closing Date, to the accuracy of the statements of the Company officers made in any certificates pursuant to the provisions hereof, and to the performance by the Company of its covenants and the Issuer of their other obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Selling Stockholders herein (as though made on the Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Stockholders of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will Shares on the Closing Date shall be subject to the accuracy of the representations and warranties on the part of the Company herein set forth as of the date hereof and the Issuer herein on as of the Closing Date, Date to the accuracy of the statements of officers of the Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder hereunder, and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters to purchase and pay for the Offered Firm Securities will be on the Closing Date or the Option Shares on the Option Closing Date, as the case may be, as provided herein is subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateCompany, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company of its covenants and the Issuer of their other obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Manager herein (as though made on the Closing Date), to the accuracy of the statements of Company officers of the Company, the Manager and their respective subsidiaries made pursuant to the provisions hereof, to the performance by the Company and the Issuer Manager of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters Underwriter to purchase and pay for the Offered Securities will be on the Closing Date are subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Selling Stockholder herein (as though made on the Closing Date), to the accuracy of the statements of Company officers and the Selling Stockholder made in certificates delivered pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Stockholder of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Dateeach Subsidiary Guarantor herein, to the accuracy of the statements of officers of the Company officers and each Subsidiary Guarantor made pursuant to the provisions hereof, to the performance by the Company and the Issuer each Subsidiary Guarantor of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Guarantor herein (as though made on the such Closing Date), to the accuracy of the statements of the officers of the Company officers and the Guarantor made pursuant to the provisions hereof, to the performance by the Company and the Issuer Guarantor of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will as provided herein on the Closing Date shall be subject to (i) the accuracy of the representations and warranties on the part of the Company set forth in Section 1 hereof as of the date hereof and the Issuer herein on as of the Closing Date, to Date as though then made; (ii) the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the timely performance by the Company of its covenants and the Issuer other obligations hereunder; and (iii) each of their obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters each Underwriter to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein Firm Shares on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, as provided herein is subject to the performance by the Company of its covenants and the Issuer of their other obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Selling Securityholders herein (as of the date hereof and as though made on the Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Securityholders of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters each Underwriter to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, Date is subject to the performance by the Company of its covenants and the Issuer of their other obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The ------------------------------------------------- obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on and as of the Closing Date as if made on and as of the Closing Date, to the accuracy of the statements of officers of the Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereofherein, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein (as though made on the such Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Selling Shareholder herein (as though made on the such Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Shareholder of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Dateeach Guarantor herein, to the accuracy of the statements of officers of the Company officers and each Guarantor made pursuant to the provisions hereof, to the performance by the Company and the Issuer each Guarantor of their respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations obligation of each Underwriter to purchase the Firm Shares to be delivered in the form of the several Underwriters Firm ADSs on the Closing Date or the Option Shares to purchase and pay for be delivered in the Offered Securities will be form of the Option ADSs on the Option Closing Date, as the case may be, as provided herein is subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateCompany, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company of its covenants and the Issuer of their other obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The several obligations of the several Underwriters hereunder to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein Shares on the Closing Date or each Option Closing Date, to as the accuracy of the statements of Company officers made pursuant to the provisions hereofcase may be, are subject to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on any Closing Date will be subject to the accuracy in all material respects of the representations and warranties on the part of the Company and the Issuer herein on Selling Stockholders in the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, applicable Terms Agreement and to the performance by the Company and the Issuer Selling Stockholders of their its obligations hereunder under the applicable Terms Agreement in all material respects and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities Shares on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein (as though made on the Closing Date), to the accuracy of the statements of the Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateSeller herein, to the accuracy of the statements of Company the respective officers of the Seller made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their obligations Seller hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Subsidiary Guarantors herein (as though made on the Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer each Subsidiary Guarantor of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters to purchase and pay for the Offered Securities will be Firm Shares on the Closing Date as provided herein is subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateCompany, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company of its covenants and the Issuer of their other obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities Shares will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing DateSelling Stockholder herein, to the accuracy of the statements of Company and the Selling Stockholder officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Stockholder of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Selling Stockholders herein (as though made on the such Closing Date), to the accuracy of the statements of Company officers and the Selling Stockholders made in certificates delivered pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Stockholders of their obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on each Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date, will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Guarantors herein (as though made on the such Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Guarantors of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities Shares on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein (as though made on the Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein (as though made on the each Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer of their its obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations obligation of the several Underwriters to purchase and pay for the Offered Securities will be Shares on each Closing Date are subject to the accuracy of the representations and warranties on the part of the Company and the Issuer herein on the Closing Date, to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Stockholder of their respective obligations hereunder and to the following additional conditions precedentconditions:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy when made and on the Closing Date of the representations and warranties on the part of the Company and the Issuer herein on the Closing DatePremcor herein, to the accuracy of the statements of Company the Company’s and Premcor’s officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Premcor in all material respects of their its respective obligations hereunder and to the following additional conditions precedent:

Conditions of the Obligations of the Underwriters. The obligations of the several Underwriters to purchase and pay for the Offered Securities on the Closing Date will be subject to the accuracy of the representations and warranties on the part of the Company and the Issuer Selling Securityholders herein (as though made on the such Closing Date), to the accuracy of the statements of Company officers made pursuant to the provisions hereof, to the performance by the Company and the Issuer Selling Securityholders of their obligations hereunder and to the following additional conditions precedent: