Conditions to Obligations Sample Clauses

Conditions to Obligations of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable law:
Conditions to Obligations. OF EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction at or prior to the Effective Time of the following conditions:
Conditions to Obligations of Each Party to Effect the Merger. The ------------------------------------------------------------ respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction at or prior to the Closing of the following conditions:
Conditions to Obligations. OF EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to this Agreement to consummate and effect this Agreement and the transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any of which may be waived, in writing, by agreement of all the parties hereto:
Conditions to Obligations. Section 9.1. Conditions to Obligations of Acquiror, Merger Sub, and the Company 97 Section 9.2. Conditions to Obligations of Acquiror and Merger Sub 98 Section 9.3. Conditions to the Obligations of the Company 99 ARTICLE X TERMINATION/EFFECTIVENESS Section 10.1. Termination 100 Section 10.2. Effect of Termination 101 ARTICLE XI MISCELLANEOUS Section 11.1. Trust Account Waiver 101 Section 11.2. Waiver 102 Section 11.3. Notices 102 Section 11.4. Assignment 103 Section 11.5. Rights of Third Parties 103 Section 11.6. Expenses 103 Section 11.7. Governing Law 103 Section 11.8. Headings; Counterparts 104 Section 11.9. Company and Acquiror Disclosure Letters 104 Section 11.10. Entire Agreement 104 Section 11.11. Amendments 104 Section 11.12. Publicity 104 Section 11.13. Severability 105 -iv- TABLE OF CONTENTS (continued) Page Section 11.14. Jurisdiction; Waiver of Jury Trial 105 Section 11.15. Enforcement 105 Section 11.16. Non-Recourse 106 Section 11.17. Non-Survival of Representations, Warranties and Covenants 106 Section 11.18. Legal Representation 106 Exhibits Exhibit A Form of Certificate of Incorporation of Acquiror upon Domestication Exhibit B Form of Bylaws of Acquiror upon Domestication Exhibit C Form of Registration Rights Agreement Exhibit D Form of Employment Agreement Exhibit E Form of Incentive Equity Plan Exhibit F Form of Employee Stock Purchase Plan Exhibit G Form of Management Incentive Plan AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger, dated as of October 5, 2020 (this “Agreement”), is made and entered into by and among Social Capital Hedosophia Holdings Corp. III, a Cayman Islands exempted company limited by shares (which shall migrate to and domesticate as a Delaware corporation prior to the First Effective Time (as defined below)) (“Acquiror”), Asclepius Merger Sub Inc., a Delaware corporation and a direct wholly owned subsidiary of Acquiror (“Merger Sub”), and Clover Health Investments, Corp., a Delaware corporation (the “Company”).
Conditions to Obligations. OF EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to effect the Merger shall be subject to the satisfaction on or prior to the Closing Date of each of the following conditions (any or all of which may be waived by the parties hereto in writing, in whole or in part, to the extent permitted by applicable law):
Conditions to Obligations. The obligation of the Selling Stockholder to sell the Shares to the Underwriters and the several obligations of the Underwriters to purchase and pay for the Shares on an Applicable Closing Date are subject to the condition that the Registration Statement shall have become effective not later than 4:00 p.m. (New York City time) on the date hereof. The several obligations of the Underwriters are subject to the following further conditions: