CONDITIONS TO CONTRIBUTION CLOSING Clause Samples
The "Conditions to Contribution Closing" clause sets out the specific requirements that must be satisfied before the finalization of a contribution transaction, such as the transfer of assets or interests. Typically, these conditions may include obtaining necessary approvals, completion of due diligence, or the absence of material adverse changes. By clearly outlining these prerequisites, the clause ensures that both parties are protected and that the transaction only proceeds when all agreed-upon standards are met, thereby reducing the risk of disputes or incomplete transfers.
CONDITIONS TO CONTRIBUTION CLOSING. Conditions to Obligations of Each Party 69 Section 6.2 Conditions to Obligations of Acquirer 70 Section 6.3 Conditions to Obligations of Contributor Parties 71
CONDITIONS TO CONTRIBUTION CLOSING. (a) The respective obligations of the parties hereto to consummate the transactions contemplated by Section 2(a) are subject to and conditioned upon the Transaction Closing having occurred.
(b) Issuer’s obligation to consummate the transactions contemplated by Section 2(a) is subject to the satisfaction or waiver by Issuer, as of the Contribution Closing, of each of the following conditions: (a) all of the representations and warranties of each Contributor contained in this Agreement shall be true and correct at and as of the Contribution Closing as though then made, and each Contributor shall have performed and complied with, in all material respects, all covenants required by this Agreement to be performed or complied with by each Contributor prior to the Contribution Closing, and (b) each Contributor shall have delivered to Issuer this Agreement, which shall have been properly completed (reasonably acceptable to Issuer) and duly executed by each Contributor. Each Contributor’s obligation to consummate the transactions contemplated by Section 2(a) is subject to the satisfaction or waiver by such Contributor, as of the Contribution Closing, of each of the following conditions: (a) all of the representations and warranties of Issuer contained in this Agreement shall be true and correct at and as of the Contribution Closing as though then made, and Issuer shall have performed and complied with, in all material respects, all covenants required by this Agreement to be performed or complied with by Issuer at or prior to the Contribution Closing, and (b) the Partnership Agreement shall have been duly executed by each of the general partner and certain initial limited partners of Issuer and shall be in full force and effect in accordance with its terms.
(c) Each Contributor’s obligation to consummate the Rollover Transactions is subject to the substantially concurrent consummation of the transactions at Transaction Closing contemplated by the Merger Agreement.
CONDITIONS TO CONTRIBUTION CLOSING. The consummation of the Contribution shall be subject to the satisfaction of the following conditions unless waived in writing by Parent and Holder (in the case of clauses (a) and (b)) or by Parent (in the case of clause (c)) or by Holder (in the case of clause (d)):
CONDITIONS TO CONTRIBUTION CLOSING