Further Conditions to Closing Sample Clauses

Further Conditions to Closing. Seller has complied with and otherwise performed each of the covenants and obligations of Seller set forth herein; No adverse change to the title or to the environmental condition of the Property occurs after the Due Diligence Period. All representations, warranties and covenants contained herein shall, as applicable, survive the Closing and delivery of the deed for a period of one (1) year. This Agreement shall be governed by end construed in accordance with the laws of the State of Texas. This Agreement may be executed in multiple counterparts, each of which shall be an original copy and together which shall constitute one instrument.
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Further Conditions to Closing. Closing of the Transaction is also subject to the following conditions:
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Further Conditions to Closing. The obligations of Seller and Purchaser to close this Agreement are conditioned upon the simultaneous closing of the Agreement and the Xxxxxxx XXX Contract, and neither party shall be obligated to close the purchase of the Property pursuant to the Agreement if the closing does not simultaneously occur with the closing of the Xxxxxxx XXX Contract.
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Further Conditions to Closing. (i) Seller has complied with and otherwise performed each of the covenants and obligations of Seller set forth herein;
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Further Conditions to Closing. In addition to the other conditions for the benefit of Buyer set forth in the Purchase Agreement and in this Amendment, the obligation of Buyer to purchase and pay for the Property is subject to the satisfaction (or waiver by Buyer) as of the Closing of the following conditions: (i) Seller shall have conveyed the On-Site Parking Lot to Treasures on the Bay Master Association by the recordation of a Quitclaim Deed in the Public Records of Miami-Dade County, which Quitclaim Deed shall be in form and substance reasonably acceptable to Buyer; and (ii) within one (1) business day after its receipt of a proforma title policy, Buyer shall have reasonably approved same; for the avoidance of doubt, Buyer may, within such one (1) business day period, even if the Feasibility Period has previously expired, terminate this Agreement and receive a full refund of the Deposit in the event that Buyer is not reasonably satisfied with same. Buyer’s failure to provide written notice to Seller within such one (1) business day period that it disapproves of such proforma shall be deemed Buyer’s approval. For the purposes of this paragraph, Buyer may “reasonably” disapprove if the proforma is not substantially in accordance with Exhibit “A” attached hereto. Once a proforma has been approved by Buyer in accordance with the foregoing, it shall be a further condition to Buyer’s obligation to close that the Title Company be irrevocably committed to issuing a title policy in the form of such proforma upon satisfaction of all conditions and requirements of the Title Commitment.
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Further Conditions to Closing. Notwithstanding any other provision of this Agreement to the contrary, Buyer’s obligation to close is also conditioned on (i) the obtaining of all necessary regulatory approvals and consents; (ii) the completion of a full and thorough commercial, legal, environmental and financial due diligence exercise to the reasonable satisfaction of Buyer, and the satisfaction of Buyer with the result of such review in its sole discretion, the details and timing of which to be agreed by Buyer with its professional advisors (as the financial statements of Seller are not audited, Buyer reserves the right, at its sole expense, to have an audit performed by an independent certified public accounting firm whose objectives would include the testing and validation of the integrity of the financial data and its conformance to Generally Accepted Accounting Principles); and (iii) Buyer’s determination that no actions shall have taken place prior to Closing which in its reasonable opinion would or may damage the business or materially affect the valuation of the business of Seller.
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Further Conditions to Closing. The obligations of Seller and Purchaser to close the Agreement are conditioned upon the simultaneous closings of the Auburn CHI Contract and the Findlay Contract on or before July 28, 1987, and neither party shall be obligated to close the purchase of the Property pursuant to this Agreement if the closings of the Auburn CHI Contract and the Xxxxxxx XXX Contract do not simultaneously occur on or before July 28, 1997.
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Related to Further Conditions to Closing

  • 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 Closings 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 Close Escrow shall not close unless and until the following conditions precedent and contingencies have been satisfied or waived in writing by the party for whose benefit the conditions have been included:

  • Conditions to Closing Date This Agreement shall become effective upon, and the obligation of each Lender to make the initial Extensions of Credit on the Closing Date is subject to, the satisfaction of the following conditions precedent:

  • Closing Conditions to Closing The Lender will not be obligated to make the initial Loans or to obtain any Letters of Credit on the Closing Date, unless the following conditions precedent have been satisfied in a manner satisfactory to Lender:

  • Further Conditions The obligations of each of the Agents to purchase Notes pursuant to any Terms Agreement will be subject to the following further conditions: (i) the rating assigned by any nationally recognized securities rating agency to any debt securities or other obligations of the Company as of the date of the applicable Terms Agreement shall not have been lowered since that date nor shall any such rating agency have publicly announced that it has placed any obligations of the Company on what is commonly termed a "watch list" for possible downgrading, and (ii) there shall not have come to such Agent's attention any facts that would cause such Agent to believe that the Prospectus, at the time it was required to be delivered to a purchaser of Notes, contained an untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements therein, in the light of the circumstances existing at such time, not misleading. If any condition specified in this Section shall not have been fulfilled, this Agreement and any Terms Agreement may be terminated by the Agents by notice to the Company at any time at or prior to the Closing Date or the applicable Settlement Date, and such termination shall be without liability of any party to any other party, except that the covenants set forth in Section 3(g) hereof, the provisions of Section 4 hereof, the indemnity and contribution agreements set forth in Sections 7 and 8 hereof, and the provisions of Sections 9 and 13 hereof shall remain in effect.

  • 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:

  • Conditions to Closing of the Investors Each Investor’s obligations at the Closing are subject to the fulfillment, on or prior to the Closing Date, of all of the following conditions, any of which may be waived in whole or in part by all of the Investors:

  • Seller's Conditions to Closing The obligations of the Seller under this Agreement shall be subject to the satisfaction, on or prior to the Closing Date, of the following conditions:

  • Buyer’s Conditions to Closing The obligation of Buyer to consummate the Closing is subject to the fulfillment of each of the following conditions (except to the extent waived in writing by Buyer in its sole discretion):

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