Conditions to the Obligations of the Sellers Sample Clauses

Conditions to the Obligations of the Sellers. The obligation of the Sellers to consummate the Transaction is further subject to the satisfaction (or, to the extent permitted by applicable Law, waiver by the Sellers), as of the Closing, of the following conditions:

Conditions to the Obligations of the Sellers. The obligations of the Sellers to consummate the Closing are subject to the satisfaction or waiver by the Sellers on or prior to the Closing Date of the following further conditions: (a) no statute, rule, regulation, executive order, decree, preliminary or permanent injunction or restraining order shall have been enacted, entered, promulgated or enforced by any Governmental Entity which prohibits the consummation of the transactions contemplated hereby. No action or proceeding shall be pending, or, to the Knowledge of the parties hereto, threatened, against the Companies, Sellers or Buyer or any of their respective affiliates, partners, associates, officers or directors, or any officers or directors of such partners, before any court or quasi-judicial or administrative agency of any federal, state, local or foreign jurisdiction or before any arbitrator (i) seeking to prevent or delay the transactions contemplated hereby or challenging any of the terms of provisions of this Agreement or seeking material damages in connection therewith, or (ii) wherein an unfavorable injunction, judgment, order, decree, ruling, or charge would cause any of the transactions contemplated by this Agreement to be rescinded following consummation; (b) the representations and warranties of Buyer contained herein that are qualified as to materiality shall be true and correct, and that are not qualified as to materiality shall be true and correct in all respects as of the Closing Date with the same effect as though made as of the Closing Date except (i) for changes specifically permitted by the terms of this Agreement and (ii) that the accuracy of representations and warranties that by their terms speak as of the date of this Agreement or some other date will be determined as of such date; (c) the obligations, agreements and covenants of Buyer contained in this Agreement to be performed or complied with on or prior to the Closing Date that are qualified as to materiality shall have been performed or complied with, and that are not qualified as to materiality shall have been performed or complied with in all material respects, in each case as of the Closing Date; (d) Buyer shall have delivered to the Company a certificate, dated the Closing Date and signed by its Chief Executive Officer, Chief Financial Officer or a Senior Vice President, certifying to the effect that each of the conditions specified above in Section 6.2(b) and (c) is satisfied in all respects; and (e) all actions to...

Conditions to the Obligations of the Sellers. The obligations of the Sellers to sell and deliver the Subject Assets at the Closing are subject to fulfillment prior to or at the Closing of the following conditions, any of which may be waived in whole or in part in writing by the Sellers:

Conditions to the Obligations of the Sellers. The Sellers' obligations to consummate the transactions contemplated by this Agreement are subject to the following conditions:

Conditions to the Obligations of the Sellers. The obligations of the Sellers hereunder to consummate the transactions contemplated by this Agreement are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in writing in whole or in part by the Sellers in their sole discretion):

Conditions to the Obligations of the Sellers. The obligation of each Seller to effect the Closing is subject to the satisfaction (or waiver agreed to in writing by such Seller at or prior to the Closing) of the following conditions: (a) Each of the representations and warranties set forth in Article V and in Section 12.4 shall be true and correct at and as of the date hereof and at and as of the Closing Date (except for such representations and warranties that are made as of another specific date which shall be required to be true and correct only as of such date), except where the failure of such representations and warranties to be so true and correct would not, individually or in the aggregate, reasonably be expected to prevent, materially impair, or materially delay the consummation of the Transactions; (b) The covenants and agreements of the Buyer set forth in this Agreement to be performed or complied with at or prior to the Closing shall have been duly performed and complied with in all material respects; and (c) Buyer shall have delivered to each Seller a certificate, dated the Closing Date and signed on behalf of Buyer by a duly authorized officer, certifying as to the satisfaction of the conditions precedent set forth in Section 7.3(a) and Section 7.3(b). (d) Solely as a condition to the obligation of the Bonaire Sellers to effect a Closing in respect of Purchased Shares (if any) contemplated to be sold by them hereunder, the Bonaire Regulatory Condition shall have been satisfied. For the avoidance of doubt, this Section 7.3(d) is not a condition to the obligations of any of (i) ESC, (ii) CCSA, (iii) BB Carteira Livre I – Fundo de Investimentos em Ações or (iv) PREVI – Caixa de Previdência dos Funcionarios do Banco do Brasil to effect the Closing.

Conditions to the Obligations of the Sellers. Each Seller’s obligations to effect the transactions set forth in Article I shall be subject to the fulfillment (or waiver by such Seller) at the Closing of the following conditions:

Conditions to the Obligations of the Sellers. The obligations of the Sellers to consummate the Sale are subject to the satisfaction (or waiver, if permissible under Applicable Law) on or prior to the Closing Date of the following further conditions: (i) Buyer shall have performed in all material respects all of its obligations hereunder required to be performed by it at or prior to the Closing, (ii) the representations and warranties of Buyer contained in this Agreement or in any certificate or other writing delivered by the Buyer pursuant hereto (disregarding all materiality qualifications contained therein) shall be true and correct at and as of the date hereof and the Closing as if made at and as of such time (other than representations and warranties that by their terms address matters only as of another specified time, which shall be true and correct only as of such time), with only such exceptions as, individually or in the aggregate, would not reasonably be likely to prevent, materially delay or materially impede the ability of Buyer to consummate the Sale and the other transactions contemplated hereby; and (iii) the Sellers shall have received a certificate signed by an executive officer of Buyer to the foregoing effect.

Conditions to the Obligations of the Sellers. The Sellers’ obligations to effect the Transactions at the Closing are subject to the satisfaction as of the Closing of the following conditions precedent: