Common use of Conditions to Obligations of Purchaser Clause in Contracts

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction (or waiver, at waiver by the Purchaser) on or prior to the Closing of each Date of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate effect the transactions contemplated by this Agreement are Transactions is subject to the satisfaction (or waiver, at or prior to written waiver by Purchaser) as of the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction (or waiverwaiver by Purchaser), at or prior to the Closing Closing, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction or waiver, waiver at or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiver(or, at or prior if applicable, waiver in the sole discretion of Purchaser, except as to the condition described in Section 13.2(c)) on or before the Closing Date, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are subject to the satisfaction or waiver, at or prior to or at the Closing of each of the following conditionsconditions unless waived (to the extent such conditions can be waived) by Purchaser:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction (or waiverwaiver by Purchaser in writing), at or prior to the Closing Closing, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are is subject to the satisfaction or waiver, at or prior to the Closing of each and every one of the following conditionsconditions precedent, any or all of which may be waived by Purchaser:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are Acquisition is subject to the satisfaction (or waiverwaiver by Purchaser, to the extent permitted by applicable Law) at or prior to the Initial Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate effect the transactions contemplated by this Agreement are further subject to the satisfaction satisfaction, or waiverto the extent permitted by applicable Law, at the waiver on or prior to the Closing Date of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate effect the transactions contemplated by this Agreement are shall be further subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions, any or all of which may be waived, in whole or in part, by Purchaser:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are is subject to the satisfaction or waiver, at or prior to the Closing of each waiver of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are is subject to the satisfaction or waiversatisfaction, at or prior to before the Closing Closing, of each of the following conditions, any of which conditions may, except for the condition set forth in Section 3.2, be waived by Purchaser in its sole discretion:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement to purchase the Share and the Purchased Assets and to assume the Assumed Liabilities are subject to the satisfaction or waiversatisfaction, at on or prior to the Closing of each Closing, of the following conditionsconditions unless waived (to the extent such conditions can be waived) by Purchaser:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated consummated by this Agreement are subject to the satisfaction or waiver, at or prior to or at the Closing of each of the following conditionsconditions unless waived (to the extent such conditions can be waived) by Purchaser:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate effect the transactions contemplated by this Agreement are is subject to the satisfaction or waiver(or, at or prior to the extent permitted by applicable Law, waiver by Purchaser) as of the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are is subject to the satisfaction or waiversatisfaction, at or prior to before the Closing of each Closing, of the following conditions, each of which may be waived by Purchaser:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are Transactions is further subject to the satisfaction or waiver, at or prior to the Closing of each waiver by Purchaser of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction or waiver, at or prior to the Closing Closing, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by perform this Agreement are agreement is subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions, each of which may be waived by Purchaser:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction or waiver, at or prior to the Closing Closing, of each of the following conditions:conditions (each of which is provided for the exclusive benefit of Purchaser and may be waived by it in whole or in part in its sole discretion):

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiverwaiver (such waiver being the exclusive right of Purchaser), at or prior to before the Closing Closing, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate effect the transactions contemplated by this Agreement are shall be subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions, unless expressly waived in writing by Purchaser:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement transaction provided for herein are expressly made subject to the satisfaction of the following conditions, which are solely for the benefit of the Purchaser and which the Purchaser alone may waive in whole or waiverin part in the Purchaser’s sole discretion, at and which shall otherwise be satisfied and fulfilled on or prior to the Closing of each of the following conditionsDate:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiver(or, at or prior if applicable, waiver in the sole discretion of Purchaser, except as to the condition described in Section 11.2(c)) on or before the Closing Date, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are Contemplated Transactions is subject to the satisfaction satisfaction, or waiverwaiver by Purchaser in writing, at or prior to the Closing of each Closing, of the following conditions:

Conditions to Obligations of Purchaser. The obligations of the Purchaser to consummate the transactions contemplated by this Agreement are are, at its option, subject to the satisfaction or waiversatisfaction, at or prior to the Closing Closing, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are hereby shall also be subject to the satisfaction (or waiver, waiver by Purchaser) at or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate effect the transactions contemplated by this Agreement are is subject to the satisfaction (or waiver, at or prior to written waiver by Purchaser) as of the Closing of each of the following conditions:.

Conditions to Obligations of Purchaser. 10.2.1 The obligations of Purchaser under this Agreement to purchase the Property and consummate the other transactions contemplated by this Agreement are hereby shall be subject to the satisfaction of the following conditions on or waiverbefore the Closing Date, except to the extent that any of such conditions may be waived by Purchaser in writing at or prior to Closing in the Closing of each of the following conditions:Purchaser's sole and absolute discretion.

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions, any or all of which may be waived by Purchaser, in whole or in part, to the extent permitted by applicable Law:

Conditions to Obligations of Purchaser. The obligations of Purchaser Purchaser’s obligation to consummate the transactions contemplated to be performed by this Agreement are it in connection with the applicable Closing is subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions, any and all of which may be waived, in whole or in part, by Purchaser to the extent permitted by applicable law:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are hereby shall be subject to the satisfaction or waiveror, at or prior to the Closing of each if permitted by applicable Law, waiver by Purchaser of the following conditions:additional conditions:‌‌

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are Transactions is subject to the satisfaction or waiversatisfaction, at or prior to before the Closing Closing, of each of the following conditions, any of which conditions may be waived by Purchaser in its sole discretion:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiver(or, at or prior if applicable, waiver in the sole discretion of Purchaser, except as to the condition described in (c) below), on or before the Closing Date, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by perform Purchaser's obligations under this Agreement are Contract are, and shall be subject to to, the satisfaction or waiver, at or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations Unless waived in writing by Purchaser, the obligation of Purchaser hereunder to consummate the transactions contemplated by this Agreement are Transactions is subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The This Agreement and the obligations of Purchaser to consummate the transactions contemplated by this Agreement perform hereunder are subject to the fulfillment by Sellers (to the satisfaction of Purchaser), or waiverwaiver in writing by Purchaser, of the following conditions, each of which is individually hereby deemed material, at or prior to the Closing of each of the following conditionsClosing:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate effect the transactions contemplated by this Agreement are is subject to the satisfaction of (or waiver, at or prior to written waiver by) Purchaser as of the Closing of each of the following conditions:.

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement Transaction are also subject to the satisfaction or waiverwaiver by Purchaser, at as the case may be, on or prior to the Closing of each Date, of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions Sale Transaction contemplated by this Agreement are shall be subject to the satisfaction or waiver, waiver at or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by provided for in this Agreement are subject subject, in the reasonable judgment of Purchaser, to the satisfaction or written waiver, at on or prior to the Closing Date, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of the Purchaser to perform this Agreement and to consummate the transactions contemplated by this Agreement are Merger and the other Transactions also subject to the satisfaction or waiver, at waiver (where permissible pursuant to applicable Law) by the Purchaser on or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiversatisfaction, at or prior to the Closing of each Closing, of the following conditions:conditions (any or all of which may be waived by Purchaser in its sole discretion):

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are subject to the satisfaction or waiveror, at or prior to the Closing if permitted by applicable Law, written waiver by Purchaser of each of the following conditionsconditions at or before the Closing:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement Transactions are further subject to the satisfaction (or waiver, at if permissible under applicable Law) on or prior to the Closing of each Date of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are subject to the satisfaction or waiver, at or prior to before the Closing of each all of the following conditionsconditions precedent:

Conditions to Obligations of Purchaser. The obligations of Purchaser to perform this Agreement and consummate the Merger and the other transactions contemplated by this Agreement hereby are subject to the satisfaction or waiveror, to the extent permitted by law, waiver by Purchaser, at or prior to the Closing of each Date, of the following conditions:

Conditions to Obligations of Purchaser. The obligations Unless waived in writing by the Purchaser, the obligation of the Purchaser hereunder to consummate the transactions contemplated by this Agreement are Transactions is subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate effect the transactions contemplated by Closing under this Agreement are is subject to the satisfaction or waiverwaiver by Purchaser, at or prior to the Closing of each Closing, of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate effect the transactions contemplated by this Agreement are Acquisition is further subject to the satisfaction or waiver(or, at or prior to the extent permitted by applicable Law, waiver) as of the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to effect the Purchase and to consummate the transactions contemplated by this Agreement are other Transactions shall be subject to the satisfaction or waiverwritten waiver (where permissible under Legal Requirements), at or prior to the Closing Closing, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate and effect the transactions contemplated by purchase and sale of the Offered Membership Interest pursuant to this Agreement are shall be subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions, unless waived by Purchaser:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiversatisfaction, at or prior to the Closing of each Closing, of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiver, at on or prior to the Closing of each Date of the following conditions:, any one or more of which may be waived by Purchaser to the extent permitted by Applicable Law: (a)

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are will be subject to the fulfillment to the satisfaction of Purchaser (or waiverwaiver by Purchaser in writing), at or prior to the Closing Closing, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser Purchasers to consummate the transactions contemplated by provided for in this Agreement are subject subject, in the reasonable judgment of Purchasers, to the satisfaction or waiversatisfaction, at on or prior to the Closing Date, of each of the following conditions:

Conditions to Obligations of Purchaser. (a) The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are Purchase shall be subject to the satisfaction or waiveror, to the extent permitted by Applicable Law, waiver at or prior to the Closing of each Date, as applicable, of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are is subject to the satisfaction of or waiver, at waiver by Purchaser on or prior to the Closing of each Date of the following further conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction or waiver, at (in Purchaser’s sole discretion) waiver on or prior to the Closing of each Date of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are Acquisition is subject to the satisfaction (or waiverwaiver by Purchaser, to the extent permitted by applicable Law) at or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. (a) The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are Purchase shall be subject to the satisfaction or waiveror, to the extent permitted by Law, waiver at Purchaser’s sole discretion on or prior to the Closing Date, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiver, at or prior to the Closing of each Date of the following conditions:, any of which may be waived in whole or in part by Purchaser in its sole discretion by delivery of a written notice to that effect to Seller.

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiver(or, at or prior if applicable, waiver in the sole discretion of Purchaser, except as to the condition described in Section 12.2(c)) on or before the Closing Date, of each of the following conditions:;

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by under this Agreement are to pay the Purchase Price is subject to the satisfaction or waiver(or, at or prior to if applicable, waiver in the sole discretion of Purchaser) on and as of the Closing Date, of each of the following conditions:

Conditions to Obligations of Purchaser. The respective obligations of Purchaser to consummate effect the transactions contemplated by this Agreement are Transaction shall be subject to the satisfaction or waiver, at on or prior to by the Closing of each Date, of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are is subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditionsconditions precedent, as determined by Purchaser:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiveror, at or prior if applicable, waiver in the sole discretion of Purchaser, except as to the condition described in Section 10.2(c) and Section 10.2(e) which cannot be waived on or before the Closing Date, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate effect the transactions contemplated by this Agreement are further subject to the satisfaction (or waiver, if permissible under applicable Law) at or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiversatisfaction, at or prior to the Closing of each Date of the following conditions, which may be waived by Purchaser in its sole discretion:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate effect the transactions contemplated by this Agreement Transaction are also subject to the satisfaction satisfaction, or waiverwaiver by Purchaser, at or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are is, in addition to the conditions contained in Section 8.1 hereof, subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions:conditions prior to or at the Closing Time: 57

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by under this Agreement are subject to the satisfaction or waiver(or, at or prior if applicable, waiver in the sole discretion of Purchaser, except as to the condition described in Section 12.2(c) and Section 12.2(d)) on or before the Closing Date, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are further subject to the satisfaction or waiver, at or prior to the Closing of each waiver of the following conditions:

Conditions to Obligations of Purchaser. The All of the obligations of Purchaser to consummate the transactions contemplated by this Agreement are subject to the satisfaction or waiver, at or prior to the Closing of each and every one of the following conditionsexpress conditions precedent, any one or more of which may be waived by Purchaser:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are Transactions shall be subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by Purchaser:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the Share Purchase and the other transactions contemplated by this Agreement are shall be subject to the satisfaction satisfaction, fulfillment or waiverwritten waiver by Purchaser, at or prior to the Closing Closing, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are subject to the satisfaction or waiver, at or prior to the Closing of each Closing, of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are also subject to the satisfaction or waiver, waiver by Purchaser at or prior to the Closing of each Date of the following conditions:

Conditions to Obligations of Purchaser. 10.2.1 The obligations of Purchaser under this Agreement to purchase the Property and consummate the other transactions contemplated by this Agreement are hereby shall be subject to the satisfaction of the following conditions on or waiverbefore the Closing Date, except to the extent that any of such conditions may be waived by Purchaser in writing at or prior to Closing in the Closing of each of the following conditions:Purchaser’s sole and absolute discretion.

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate effect the transactions contemplated by this Agreement are is subject to the satisfaction (or waiver, at or prior to the Closing of each written waiver by Purchaser) of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are is subject to the satisfaction of or waiver, at waiver by Purchaser on or prior to the Closing of each Date of the following conditions:further conditions (except to the extent any of the following conditions no longer apply pursuant to Section 2.4 hereof):

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are Section 2.1 shall be subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions, any or all of which may be waived by Purchaser, in whole or in part, to the extent permitted by applicable Law:

Conditions to Obligations of Purchaser. The obligations of the Purchaser to consummate the transactions contemplated by this Agreement are subject subject, in the discretion of the Purchaser, to the satisfaction or waiver, at on or prior to the Closing of each Date of the following conditions, any of which may be waived by Purchaser:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are and to take the other actions required to be taken by Purchaser is subject to the satisfaction or waiver, at or prior to the Closing Date of each of the following conditions:, any of which may be waived, in writing, exclusively by Purchaser:(a)

Conditions to Obligations of Purchaser. The obligations of Purchaser to perform this Agreement and consummate the Merger and the other transactions contemplated by this Agreement hereby are subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions, unless waived by Purchaser pursuant to Section 13.5 of this Agreement:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate effect the transactions contemplated by this Agreement are Transactions is subject to the satisfaction or (or, to the extent permitted by applicable Law, waiver), at or prior to the Closing of each Closing, of the following conditions:

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate the transactions contemplated by this Agreement are is subject to the satisfaction or waiver, at or prior to the Closing of each of the following conditions:conditions on or before the Closing Date, which are exclusively for the benefit of Purchaser and may be waived in writing by Purchaser in its sole discretion.

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser to consummate effect the transactions contemplated by this Agreement are shall be further subject to the satisfaction (or waiver, ) at or prior to the Closing of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are subject to the satisfaction or waiver, at or prior to or at the Closing Closing, of each of the following conditions:

Conditions to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated by this Agreement are also subject to the satisfaction (or waiver, written waiver by Purchaser) at or prior to the Closing of each of the following conditions: