Conditions to the Second Closing. (a) The obligations of the Company hereunder in connection with the Second Closing are subject to the following conditions being met:
Conditions to the Second Closing. The Company and Purchaser agree -------------------------------- to use their respective best efforts to ensure that the conditions set forth in Section 8 are satisfied, insofar as such matters are within their respective control.
Conditions to the Second Closing. 8.1. Conditions to Purchaser's Obligations at the Second Closing. ----------------------------------------------------------- Purchaser's obligations to purchase the Second Issuance Shares at the Second Closing are subject to the satisfaction (or waiver by Purchaser), at or prior to the Second Closing, of the following conditions:
Conditions to the Second Closing. The obligation of Purchaser hereunder to purchase the Second Closing Note on the date of the Second Closing is subject to the satisfaction of each of the following conditions (including conditions to be performed at the Second Closing), provided that these conditions are for Purchaser’s sole benefit and may be waived by Purchaser at any time in Purchaser’s sole discretion:
Conditions to the Second Closing. (a) Conditions to the Investors' Obligations. The obligation of each Investor to purchase the Additional Shares at the Second Closing is subject to the satisfaction, on or prior to the Second Closing Date, of the following conditions, any of which may be waived by such Investor (as to itself only):
Conditions to the Second Closing. (c) Seller’s obligation to consummate the Second Transactions are subject to the satisfaction or waiver (in writing by Seller) on or prior to the Second Closing of the following conditions (provided, that, notwithstanding the foregoing, Seller shall not be entitled to waive the condition set forth in Section 5.1(a)(v)):
Conditions to the Second Closing. The obligations of each Investor to accept delivery of and to make payments for, and the Company’s obligation to sell and issue, the Second Closing Shares and the Second Closing Warrants are subject to (i) the Company’s receipt of stockholder approval for the issuance of the Second Closing Shares and the Second Closing Warrants as may be required pursuant to the rules of the Nasdaq Stock Market (the “Stockholder Approval Condition”); and (ii) the Company’s receipt of stockholder approval for the amendment of the Company’s Amended and Restated Certificate of Incorporation to increase the number of authorized shares of Common Stock by an amount sufficient to issue the Securities to be issued in the Second Closing (the “Certificate Amendment”); and (iii) evidence of the filing of the Certificate Amendment with the Delaware Secretary of State; and (iv) receipt by the Investors of an opinion from counsel to the Company in substantially the form attached hereto as Exhibit C. Upon the satisfaction of the foregoing conditions, (i) the Company will issue to the Investors the Second Closing Shares and Second Closing Warrants; and (ii) the Escrow Agent shall promptly release the Escrowed Funds to the Company consistent with the terms of the Escrow Agreement, and any interest on the Escrowed Funds shall be returned by the Escrow Agent to the Investors. If the Stockholder Approval Condition is not satisfied by June 30, 2005, then the funds deposited with the Escrow Agent for the Second Closing shall be returned to the Investors in the manner specified in the Escrow Agreement.
Conditions to the Second Closing. Section 5.1 Conditions to Each Party’s Obligation to Effect the Second Closing Transactions. The respective obligations of each party hereto to consummate the Second Closing Transactions shall be subject to the satisfaction (or waiver by the parties, if permissible under applicable Law) on or prior to the Second Closing of the following conditions:
Conditions to the Second Closing. In addition to the satisfaction (or waiver) of the conditions set forth in Section 6.2(a), the Company’s obligation to sell and issue the Notes and Warrants at the Second Closing is subject to the delivery of the specified portion of the Purchase Price as set forth on Schedule II by the Investor to the Company.
Conditions to the Second Closing. The obligation of the Purchaser to consummate the transactions contemplated herein at the Second Closing are subject to the satisfaction, or waiver by the Purchaser, of the following conditions:
