Initial Closing Conditions. (a) The obligations of the Company in connection with the Initial Closing are subject to the following conditions being satisfied: (i) the accuracy in all material respects when made and on the Initial Closing Date (unless as of a specific date therein) of the representations and warranties of the Purchaser set forth in Section 3.2; (ii) all obligations, covenants and agreements of the Purchaser required to be performed at or prior to the Initial Closing Date will have been performed in all material respects; and (iii) the delivery by the Purchaser of the items set forth in Section 2.2(b). (b) The obligations of the Purchaser hereunder in connection with the Initial Closing are subject to the following conditions being satisfied: (i) the accuracy in all material respects when made and on the Initial Closing Date (unless as of a specific date therein) of the representations and warranties of the Company set forth in Section 3.1; (ii) all obligations, covenants and agreements of the Company required to be performed at or prior to the Initial Closing Date will have been performed in all material respects; and (iii) the delivery by the Company of the items set forth in Section 2.2(a).
Appears in 2 contracts
Sources: Securities Purchase Agreement (Lebow Bennett S), Securities Purchase Agreement (Borders Group Inc)
Initial Closing Conditions. (a) The obligations of the Company in connection with the Initial Closing are subject to the following conditions being satisfied:
(i) the accuracy in all material respects when made and on the Initial Closing Date (unless as of a specific date therein) of the representations and warranties of the Purchaser set forth in Section 3.2;
(ii) all obligations, covenants and agreements of the Purchaser required to be performed at or prior to the Initial Closing Date will have been performed in all material respects; and
(iii) the delivery by the Purchaser of the items set forth in Section 2.2(b).
(b) The obligations of the Purchaser hereunder in connection with the Initial Closing are subject to the following conditions being satisfiedmet:
(i) the accuracy in all material respects on the Initial Closing Date of the representations and warranties of the applicable Investor contained herein;
(ii) all obligations, covenants and agreements of the Investor required to be performed at or prior to the Initial Closing Date shall have been performed; and
(iii) the delivery by the Investor of the items set forth in Section 2.02(b) of this Agreement.
(b) The obligations of the Investor in connection with the Initial Closing are subject to the following conditions being met:
(i) the accuracy in all material respects (or, to the extent representations or warranties are qualified by materiality or Material Adverse Change, in all respects) when made and on the Initial Closing Date (unless as of a specific date therein) of the representations and warranties of the Company set forth contained herein (unless as of a specific date therein in Section 3.1which case they shall be accurate as of such date);
(ii) all obligations, covenants and agreements of the Company required to be performed at or prior to the Initial Closing Date will shall have been performed in all material respects; andperformed;
(iii) the delivery by the Company of the items set forth in Section 2.2(a)2.02(a) of this Agreement.
Appears in 1 contract
Sources: Securities Purchase Agreement (Perfect Moment Ltd.)
Initial Closing Conditions. (a) The obligations of the Company hereunder in connection with the Initial Closing are subject to the following conditions being satisfiedmet:
(i) the accuracy in all material respects on the Initial Closing Date of the representations and warranties of the Purchasers contained herein (unless as of a specific date therein);
(ii) all obligations, covenants and agreements of each Purchaser required to be performed at or prior to the Initial Closing Date shall have been performed in all material respects; and
(iii) the delivery by each Purchaser of the items set forth in Section 2.2(b) of this Agreement.
(b) The respective obligations of the Purchasers hereunder in connection with the Initial Closing are subject to the following conditions being met:
(i) the accuracy in all material respects when made and on the Initial Closing Date of the representations and warranties of the Company contained herein (unless as of a specific date therein) of the representations and warranties of the Purchaser set forth in Section 3.2;
(ii) all obligations, covenants and agreements of the Purchaser required to be performed at or prior to the Initial Closing Date will have been performed in all material respects; and
(iii) the delivery by the Purchaser of the items set forth in Section 2.2(b).
(b) The obligations of the Purchaser hereunder in connection with the Initial Closing are subject to the following conditions being satisfied:
(i) the accuracy in all material respects when made and on the Initial Closing Date (unless as of a specific date therein) of the representations and warranties of the Company set forth in Section 3.1;
(ii) all obligations, covenants and agreements of the Company required to be performed at or prior to the Initial Closing Date will shall have been performed in all material respects; and;
(iii) the delivery by the Company of this Agreement duly executed by the items set forth in Section 2.2(a).Company;
(iv) there shall have been no Material Adverse Effect with respect to the Company since the date hereof; and
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