Conditions to the Parties’ Obligations to Close. In addition to all other conditions set forth herein, the obligation of Seller, on the one hand, and Purchaser, on the other hand, to consummate the transactions contemplated hereunder shall be contingent upon the following:
Conditions to the Parties’ Obligations to Close. 8.1 Conditions to Each Party’s Obligations to Close. The respective obligations of Company and Bank, on the one hand, and Seller, on the other, to consummate the Bank Merger and the other transactions contemplated hereby are subject to the satisfaction or waiver at or prior to the Effective Time of each of the following conditions:
Conditions to the Parties’ Obligations to Close. The respective obligations of each Party to consummate the transactions to be consummated pursuant to this Agreement on the Closing Date shall be subject to the satisfaction on or prior to the Closing Date of the following conditions, any or all of which may be waived in writing, in whole or in part, to the extent permitted by Section 11.7 and Applicable Law.
Conditions to the Parties’ Obligations to Close. In addition to all other conditions set forth herein, the obligation of Home Properties, on the one hand, and Partnership, on the other hand, to consummate the Closing contemplated hereunder shall be contingent upon the following:
Conditions to the Parties’ Obligations to Close. The obligation of Contributor, on the one hand, and Acquirer, on the other hand, to consummate the transactions contemplated hereunder shall be contingent upon the following:
Conditions to the Parties’ Obligations to Close. Each of the Parties’ obligation at the Closing is subject to the fulfillment on or before the Closing of each of the following conditions, unless waived by the applicable Party:
Conditions to the Parties’ Obligations to Close. The obligation of the DCT Parties and TRT Partner to consummate the transactions contemplated hereunder is contingent upon the following:
Conditions to the Parties’ Obligations to Close. In addition to all other conditions set forth herein, the obligation of Contributor and Tower, on the one hand, and Partnership, on the other hand, to consummate the Closing contemplated hereunder shall be contingent upon the following: A The other party's representations and warranties contained herein shall be true and correct as of the date of this Agreement and the Closing Date. B As of the Closing Date, the other party shall have performed its obligations hereunder and all deliveries to be made at Closing have been tendered; C There shall exist no pending or threatened actions, suits, arbitrations, claims, attachments, proceedings, assignments for the benefit of creditors, insolvency, bankruptcy, reorganization or other proceedings, against the other party that would materially and adversely affect the other party's ability to perform its obligations under this Agreement; and D There shall exist no pending or threatened action, suit or proceeding with respect to the other party before or by any court or administrative agency which seeks to restrain or prohibit, or to obtain damages or a discovery order with respect to, this Agreement or the consummation of the transactions contemplated hereby. E With respect to Contributor's and Tower's obligations to consummate the Closing, as of the Closing Date, Xxxxxxxx Xxx shall have contributed and the Partnership shall have accepted the Xxxxxxxx Xxx Property pursuant to the Xxxxxxxx Xxx Contribution Agreement and the transactions contemplated therein have closed simultaneously with the transactions contemplated hereby. So long as a party is not in default hereunder, if any condition to such party's obligation to proceed with the Closing hereunder has not been satisfied as of the Closing Date, such party may, in its sole discretion, (i) terminate the Agreement by delivering written notice of termination to the other party on or before the Closing Date specifying the unsatisfied condition entitling the non-defaulting party to terminate this Agreement and provided the other party fails to satisfy the condition specified in the notice within five days after receipt of the notice; (ii) elect to extend the Closing for up to 60 days until such condition is satisfied, and (iii) elect to consummate the transaction, notwithstanding the non-satisfaction of such condition, in which event such party shall be deemed to have waived any such condition. In the event such party elects to close, notwithstanding the nonsatisfactio...
Conditions to the Parties’ Obligations to Close. In addition to all other conditions set forth herein, the obligation of Seller, on the one hand, and Buyer, on the other hand, to consummate the transactions contemplated by this Agreement shall be contingent upon the following: (a) The other party’s representations and warranties contained herein shall be true and correct in all material respects as of the date of this Agreement and the Closing Date; (b) As of the Closing Date, the other party shall have performed its obligations hereunder and all deliveries to be made at Closing have been tendered or such have cured such default within two (2) business days after written notice from the non-defaulting party to the defaulting party if Buyer is the defaulting party and ten (10) days’ written notice if Seller is the defaulting party; (c) There shall exist no actions, suits, arbitrations, claims, attachments, proceedings, assignments for the benefit of creditors, insolvency, bankruptcy, reorganization or other proceedings, pending or threatened against the other party that would materially and adversely affect the operations or value of the Property or the other party’s ability to perform its obligations under this Agreement (except for any mechanics’ liens which Seller shall have bonded or insured over and with respect to which Buyer and the Property shall be held harmless in a manner reasonably satisfactory to Buyer); and (d) There shall exist no pending or threatened action, suit or proceeding with respect to the other party before or by any court or administrative agency which seeks to restrain or prohibit, or to obtain damages or a discovery order with respect to, this Agreement or the consummation of the transactions contemplated hereby.
Conditions to the Parties’ Obligations to Close. The obligation of ----------------------------------------------- Sellers, on the one hand, and Purchaser, on the other hand, to consummate the transactions contemplated hereunder on the Closing Date is contingent upon the following:
