Conditions to Closing. Each Purchaser’s obligation to purchase and pay for the Notes to be sold to such Purchaser at the Closing is subject to the fulfillment to such Purchaser’s satisfaction, prior to or at the Closing, of the following conditions:
Conditions to Closing. The obligation of the Seller to sell the Mortgage Loans shall be subject to the Seller having received the consideration for the Mortgage Loans as contemplated by Section 1 of this Agreement. The obligations of the Purchaser to purchase the Mortgage Loans shall be subject to the satisfaction, on or prior to the Closing Date, of the following conditions:
Conditions to Closing. (a) The obligations of the Purchaser under this Agreement will be subject to the satisfaction, on or prior to the Closing Date, of the following conditions:
Conditions to Closing. The obligations of the Purchaser to purchase the Mortgage Loans shall be subject to the satisfaction, on or prior to the Closing Date, of the following conditions:
Conditions to Closing. 30 8.1 Conditions to the Obligations of Purchaser............................................... 30 8.2 Conditions to the Obligations of Sellers................................................. 31
Conditions to Closing. Section 10.01.
Conditions to Closing. The obligations of each Party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at or prior to the Closing, of each of the following conditions:
Conditions to Closing. 46 Section 7.1 Mutual Conditions to Closing 46 Section 7.2 Conditions Precedent to Obligations of the DISH Parties 47 Section 7.3 Conditions Precedent to Obligations of the EchoStar Parties 48 ARTICLE VIII INDEMNIFICATION 49 Section 8.1 Indemnification Obligations of EchoStar 49 Section 8.2 Indemnification Obligations of DISH 50 Section 8.3 Limitations on Indemnity 50 Section 8.4 Method of Asserting Claims 50 Section 8.5 Exclusive Remedy; Survival 51 ARTICLE IX TERMINATION 52 Section 9.1 Termination of Agreement 52 Section 9.2 Procedure Upon Termination 52 Section 9.3 Effect of Termination 53 ARTICLE X MISCELLANEOUS 53 Section 10.1 Notices 53 Section 10.2 Amendment; Waiver 54 Section 10.3 Counterparts; Signatures 54 Section 10.4 Assignment and Binding Effect 54 Section 10.5 Entire Agreement 55 Section 10.6 Severability 55 Section 10.7 Headings 55 Section 10.8 No Third Party Beneficiaries 55 Section 10.9 Governing Law 55 Section 10.10 Expenses 55 Section 10.11 Dispute Resolution 56 Section 10.12 Limited Liability 58 ARTICLE XI DEFINITIONS 58 Section 11.1 Certain Definitions 58 Section 11.2 Terms Defined Elsewhere in this Agreement 71 Section 11.3 Other Definitional and Interpretive Matters 73 Annexes Annex A – BSS Satellites Schedules Schedule 1.2 – Pre-Closing Restructuring Schedule 1.4(a) – Transferred Assets Schedule 1.4(b) – Retained Assets Schedule 1.5(a) – Assumed Liabilities Schedule 1.5(b) – Excluded Liabilities Schedule 6.4(d) – Required Governmental Applications and Notices Schedule 6.12(a) – Intercompany Agreements Schedule 6.16 – Transfer of Newco Common Stock Schedule 6.18 – EchoStar Credit Support Obligations Schedule 7.1(j) – EchoStar XXIII Consents
Conditions to Closing. The several obligations of the Underwriters hereunder are subject to the following conditions:
Conditions to Closing. The obligation of each Lender to make the initial Loans on the Closing Date shall be subject to the receipt by Agent of each agreement, document and instrument set forth on the closing checklist prepared by Agent or its counsel, each in form and substance satisfactory to Agent, and such other closing deliverables reasonably requested by Agent and Lenders, and to the satisfaction of the following conditions precedent, each to the satisfaction of Agent and Lenders and their respective counsel in their sole discretion:
