CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE. Section 6.1
CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE. Each Party's obligation to take the actions required to be taken by such Party at the First Closing and the Second Closing is subject to the satisfaction, at or prior to such Closing, of each of the following conditions (any of which may be waived by it in writing, in whole or in part):
CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE. Section 6.1 Conditions to the Obligation of the Purchaser. The obligation of the Purchaser to consummate the transactions contemplated by this Agreement is subject to the satisfaction, on or before the Closing Date, of each of the following conditions (any of which may be waived by the Purchaser, in whole or in part):
CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE. 38 Section 6.1........... Conditions to the Obligation of the Purchaser 38 Section 6.2........... Conditions to the Obligation of the Seller 38
CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE. (a) Conditions to Obligation of the Purchaser. The obligation of the Purchaser to consummate the transactions to be performed by it in connection with the Closing is subject to satisfaction of the following conditions:
CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE. 10.1 Conditions Applicable to all of the Parties. The obligations of each of the parties to this Agreement to consummate the transactions to occur at the Closing pursuant to this Agreement (other than as contemplated under Section 7.4 hereof) are subject to satisfaction, at or prior to the Closing, of each of the following conditions:
CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE. 5.1 Conditions to the Obligation of the Purchaser and the Merger Sub. The obligations of the Purchaser and the Merger Sub to consummate the transactions contemplated by this Agreement are subject to the satisfaction, on or before the Closing Date, of each of the conditions set forth in this Section 5.1 (any of which may be waived by the Purchaser and the Merger Sub, in whole or in part, but only in a writing signed by the Purchaser).
CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE. Either Party may waive any condition specified in this Section 7 if such Party executes a writing so stating at or prior to the Closing. In the event that a Party executes such waiver, such Party shall not be entitled to terminate this Agreement pursuant to Section 10 below for the reason of failure to satisfy the condition so waived.
CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE. 68 6.1 Conditions to the obligation of the Purchaser ................................................................. 68 6.2 Conditions to the obligation of the Sellers ...................................................................... 69 ARTICLE 7 TERMINATION ................................................................................................................... 70 7.1 Termination events .......................................................................................................... 70 7.2 Effect of termination ....................................................................................................... 71 ARTICLE 8
CONDITIONS PRECEDENT TO OBLIGATION TO CLOSE. 45 Section 6.1 Conditions to the Obligation of the Purchaser 45 Section 6.2 Conditions to the Obligation of the Seller Parties 47 ARTICLE 7 TERMINATION 47 Section 7.1 Termination Events 47 Section 7.2 Effect of Termination 48 ARTICLE 8 ADDITIONAL COVENANTS 49 Section 8.1 Tax Returns and Covenants 49 Section 8.2 Tax Elections 50 Section 8.3 Transactional Taxes 50 Section 8.4 Confidentiality 50 Section 8.5 Public Announcements 51 Section 8.6 Assistance in Proceedings 51 Section 8.7 Expenses 51 Section 8.8 Further Assurances 51 Section 8.9 Guarantees 52 ARTICLE 9 INDEMNIFICATION 52 Section 9.1 Indemnification by the Seller Parties 52 Section 9.2 Indemnification by the Purchaser 52 Section 9.3 Claim Procedure 53 Section 9.4 Third Party Claims 54 Section 9.5 Survival Period 55 Section 9.6 Limitations on Liability 56 Section 9.7 Exercise of Remedies by Purchaser Indemnified Parties Other Than CAI or the Purchaser 56 Section 9.8 Rights of Set-Off 56 Section 9.9 Treatment of Indemnity Claims 56 ARTICLE 10 GENERAL PROVISIONS 57 Section 10.1 Notices 57 Section 10.2 Amendment 58 Section 10.3 Waiver and Remedies 58 Section 10.4 Entire Agreement 58 Section 10.5 Assignment and Successors 58 Section 10.6 Severability 59 Section 10.7 Exhibits and Schedules 59 Section 10.8 Interpretation 59 Section 10.9 Governing Law 59 Section 10.10 Specific Performance 59 Section 10.11 Dispute Resolution 59 Section 10.12 Counterparts 59 Section 10.13 Liability for Payment Obligations 60 [***Confidential Treatment Requested] Schedule 1.1(a) - Existing Credit Documents Schedule 1.1(b) - Outstanding Obligations Schedule 1.1(c) - Permitted Debt Schedule 6.1(c) - Required Governmental Authorizations and Consents (Purchaser) Schedule 6.2(c) - Required Governmental Authorizations and Consents (Seller Parties) Schedule 8.9 - Guarantees Exhibit A - Business Plan Exhibit B - EBITDA Calculation Procedures Exhibit C - Form of Escrow Agreement Exhibit D - Power of Attorney from InverPRGD [***Confidential Treatment Requested] SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”), dated as of December 11, 2008, is entered into by and among Creazione Estilo, S.A. de C.V., SOFOM, E.N.R., a Mexican sociedad anónima de capital variable, sociedad financiera de objeto múltiple, entidad no regulada (the “Company”), Cash America of Mexico, Inc., a Delaware corporation (such entity or its designee, the “Purchaser”), Capital International S.à.x.x., a Luxembourg limited liability com...
