Conditions Precedent and Subsequent. The payments and benefits provided under Sections 6(c) and 6(d) of this Agreement (other than the Accrued Benefits and other than in the event of termination by reason of Employee’s death or Disability) are subject to and conditioned upon (i) Employee having provided, within 60 days after the Date of Termination (or such greater period as required by law), a waiver and general release agreement in a form satisfactory to the Company, which form shall, in the case of a termination on or following a Change of Control, be a form approved by the Compensation Committee prior to the Change of Control that shall not be modified on or after the Change of Control without Employee’s prior written consent, that has become effective and irrevocable in accordance with its terms, and (ii) Employee’s compliance with Sections 7 and 8 of this Agreement. Employee shall, upon request by the Company, be required to repay to the Company (net of any taxes paid by Employee on such payments), and the Company shall have no further obligation to pay, the Severance Payment or CIC Severance Payment, as applicable, in the event Employee receives, within six months after the occurrence of the breach, written notice from the Company that, in the reasonable judgment of the Reporting Person, Employee has materially breached his obligations under Section 7 or 8 of this Agreement; provided, however, that, in cases where cure is possible, Employee shall first be provided a 15-day cure period to cease, and to cure, such conduct. The Severance Payment if any, payable hereunder shall be paid in substantially equal installments over the 6-month period, following the Date of Termination, consistent with the Company’s payroll practices, with the first installment to be paid within 65 days after the Date of Termination and with any installments that would otherwise have been paid prior to such date accumulated and paid in a lump sum on the first date on which payments are made in accordance with the terms of this sentence. The CIC Severance Payment, if any, payable hereunder shall be paid in one lump sum within 65 days after the Date of Termination; provided, however, that, unless the CIC Severance Payment relates to a transaction that satisfies the requirements of Treas. Reg. § 1.409A-3(i)(5), any portion of the CIC Severance Payment that constitutes deferred compensation within the meaning of Section 409A, will be paid at the earliest date that is permitted in accordance with the schedule that is ...
Conditions Precedent and Subsequent. The willingness of Agent and Merchant to enter into the transactions contemplated under this Agreement are directly conditioned upon the satisfaction of the following conditions at the time or during the time periods indicated, unless specifically waived in writing by the applicable party:
Conditions Precedent and Subsequent. If (a) any of the conditions set out in Clauses 3.1 and 3.3 is not satisfied by the relevant time or such other time period specified by the Agent in its discretion, or (b) any of the conditions set out in Clause 3.6 is not satisfied within thirty (30) days or such other time period specified by the Agent in its discretion; or
Conditions Precedent and Subsequent. Before the Bank shall have any obligation to advance any part of the Loan, the Borrower shall deliver or cause to be delivered to or to the order of the Bank the following documents and evidence:
Conditions Precedent and Subsequent. 3.1 Completion of the sale of the Shares is conditional upon the satisfaction of each of the following conditions precedent:
Conditions Precedent and Subsequent. 35.1 The obligations of the Charterers to charter the Vessel from the Owners under this Charter are subject to and conditional upon the Charterers' receipt, on or before the Actual Delivery Date, of the following documents in respect of the Owners:- (a) certified true copy of its certificate of incorporation (and any relevant certificate of incorporation on change of name); (b) certified true copy of its up-to-date articles of incorporation and by-laws; (c) its original certificate of good standing dated no earlier than fifteen (15) days before the Actual Delivery Date; (d) an original certificate of incumbency dated no earlier than fifteen (15) days before the Actual Delivery Date, setting out, inter alia, its directors, officers and shareholders; (e) certified true copy of its board and shareholder resolutions authorizing the Owners to enter into the transaction; and (f) (applicable only if any Transaction Document is executed by an attorney-in-fact for and on behalf of the Owners) an original power of attorney of the Owners appointing attorney(s)-in-fact and authorizing such persons to execute the relevant Transaction Documents for and on behalf of the Owners.
Conditions Precedent and Subsequent. The obligation of Bank to enter into this Agreement and to make any Advance hereunder is subject to the following conditions:
Conditions Precedent and Subsequent. Notwithstanding any other provisions of this Agreement, the Lender, at its sole option and in its sole discretion, need not make any Loans to the Borrower for the account of the Borrower, unless the conditions precedent described below are fulfilled: