Withholding/Conditions Precedent Sample Clauses

Withholding/Conditions Precedent. Notwithstanding Section 23.4.2 Owner may withhold from such Termination Payment any unpaid amounts due from Contractor to Owner under this Agreement. Furthermore, the following will be conditions precedent to Owner’s obligation to pay Contractor the Termination Payment: (i) Contractor’s executing and delivering all such documents and taking all such steps, including the assignment of Contractor’s contractual rights, as Owner may require for the purpose of fully vesting in Owner all rights, title and interests of Contractor in and to all subcontracts, purchase orders, warranties, guarantees and other agreements pertaining to the Work; (ii) Contractor’s executing and delivering to Owner all waivers and releases, in form and substance acceptable to Owner, required to establish that the Systems, the Facility and the Site, and any and all interests, estates or improvements related thereto, are free from any and all claims, liens, security interests or encumbrances arising out of or in connection with performance by Contractor or any Subcontractor of the Work; (iii) Contractor’s delivering to Owner any other information reasonably requested by Owner; and (iv) Contractor’s delivery to Owner of assignments of any agreements with Subcontractors for which Owner requests assignment.
Sample 1
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Related to Withholding/Conditions Precedent

  • Conditions Precedent The effectiveness of this Amendment is subject to the satisfaction of all of the following conditions precedent:

  • 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.

  • Seller’s Conditions Precedent The obligations of Seller to consummate the transactions contemplated by this Agreement are subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedent:

  • Documentary conditions precedent The obligation of the Bank to make the Loans is subject to the conditions precedent that the Bank shall have received on or before the date of such Borrowing each of the following, in form and substance satisfactory to the Bank and its counsel:

  • Buyer’s Conditions Precedent The obligations of Buyer to consummate the transactions contemplated by this Agreement are subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedent:

  • 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.

  • Purchaser’s Conditions Precedent Except as may be waived in writing by Purchaser, the obligations of Purchaser hereunder are subject to the fulfillment at or prior to the Closing of each of the following conditions:

  • 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.

  • Additional Conditions Precedent No Lender has any obligation to make any Loan (including its first), and LC Issuer has no obligation to issue any Letter of Credit (including its first), unless the following conditions precedent have been satisfied:

  • Initial Conditions Precedent The obligation of the Lenders to effect or permit the occurrence of the first Credit Event hereunder, whether as the making of a Loan or the issuance of a Letter of Credit, is subject to the satisfaction or waiver of the following conditions precedent:

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