Non-Fulfilment of Condition Precedent Sample Clauses

Non-Fulfilment of Condition Precedent. The Condition Precedent specified in § 4.1 above shall be satisfied, or waived in writing by the Purchaser, by that date which is 10 (ten) Business Days prior to the Long Stop Date, provided that the Purchaser may on one occasion only demand the extension of the Long Stop Date by a period not to exceed 20 (twenty) Business Days subject to showing evidence to the Vendor of its active negotiations with a financing institution to this effect. Any further extensions of the Long Stop Date may be made solely by mutual agreement reached between the Parties. In the event that the Condition Precedent shall not have been fulfilled, or waived by the Purchaser, by the Long Stop Date, as extended, then and in such event the validity of this Agreement shall automatically terminate, this Agreement shall thereupon be of no further force and effect, and the Parties shall be unconditionally released from all their respective obligations and undertakings subject to the provisions of § 20.3 (Effect of Termination) below.
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Non-Fulfilment of Condition Precedent. If the conditions precedent in Clauses 4.1 and 4.2 have not been fulfilled on or before 31 January 2011, either the Seller or the Buyer shall be entitled to terminate this Agreement, with respect to such right of the Buyer, provided, however, that the Buyer has adhered to its obligations under Clause 4.3. Without prejudice to its right to terminate, the Party wishing to terminate this Agreement shall give notice within 15 Business Days from such date to the other Party, whereby the Agreement shall terminate with immediate effect as of the date of the notice.

Related to Non-Fulfilment of Condition Precedent

  • Condition Precedent The obligations of the parties to this Agreement are subject to the Receiver and the Corporation having received at or before Bank Closing evidence reasonably satisfactory to each of any necessary approval, waiver, or other action by any governmental authority, the board of directors of the Assuming Institution, or other third party, with respect to this Agreement and the transactions contemplated hereby, the closing of the Failed Bank and the appointment of the Receiver, the chartering of the Assuming Institution, and any agreements, documents, matters or proceedings contemplated hereby or thereby.

  • Fulfillment of Conditions Purchaser (a) shall take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller contained in this Agreement, and (b) shall not, and shall not permit any of its Affiliates to, take or fail to take any action that would reasonably be expected to result in the non-fulfillment of any such condition.

  • Satisfaction of Conditions Precedent Each party will use commercially reasonable efforts to satisfy or cause to be satisfied all the conditions precedent that are applicable to them, and to cause the transactions contemplated by this Agreement to be consummated, and, without limiting the generality of the foregoing, to obtain all material consents and authorizations of third parties and to make filings with, and give all notices to, third parties that may be necessary or reasonably required on its part in order to effect the transactions contemplated hereby.

  • Other Conditions Precedent Each of the conditions set forth in Sections 4.1.4, 4.1.5, 4.1.6 and 4.1.10 shall have been satisfied unless the failure of any such condition to be satisfied is the result of any action or inaction by Mortgagee.

  • Further conditions precedent The Lenders will only be obliged to comply with Clause 5.4 (Lenders’ participation) if on the date of the Utilisation Request and on the proposed Utilisation Date:

  • Waiver of conditions precedent The conditions specified in this clause 9 are inserted solely for the benefit of the Bank and may be waived by the Bank in whole or in part and with or without conditions.

  • Satisfaction of Conditions The conditions precedent set out in Section 6.1, Section 6.2 and Section 6.3 shall be conclusively deemed to have been satisfied, waived or released at the Effective Time.

  • Failure to Satisfy Conditions Precedent If any Lender makes available to the Administrative Agent funds for any Loan to be made by such Lender as provided in the foregoing provisions of this Article II, and such funds are not made available to the Borrower by the Administrative Agent because the conditions to the applicable Credit Extension set forth in Article IV are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.

  • CONDITIONS PRECEDENT TO THE BUYER’S OBLIGATION TO PURCHASE The obligation of the Buyer hereunder to purchase the Note at the Closing is subject to the satisfaction, at or before the Closing Date of each of the following conditions, provided that these conditions are for the Buyer’s sole benefit and may be waived by the Buyer at any time in its sole discretion:

  • Satisfaction of Closing Conditions The Vendors agree to use their best efforts to ensure that the conditions set forth in Section 5.1, and the Purchaser agrees to use its best efforts to ensure that the conditions set forth in Section 5.3, are fulfilled at or prior to the Closing Time.

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