Form Apa - Asset Purchase Agreement Page 24
ADVERTISEMENT
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
461
6.9
[INTENTIONALLY DELETED]
2
6.10
[INTENTIONALLY DELETED]
3
4
ARTICLE VII
5
CONDITIONS TO SELLER'S OBLIGATIONS
6
The obligations of Seller to consummate the transactions provided for hereby are
7
subject to the satisfaction, on or prior to the Closing Date, of each of the following
8
conditions, any of which may be waived by Seller:
9
7.1
Representations, Warranties and Covenants
10
All representations and warranties of Buyer contained in this Agreement shall be
11
true and correct in all material respects at and as of the date of this Agreement and at and
12
as of the Closing Date, and Buyer shall have performed and satisfied in all material
13
respects all agreements and covenants required hereby to be performed by it prior to or
14
on the Closing Date.
15
7.2
No Actions or Court Orders
16
No Action by any governmental authority or Court Order shall have been
17
instituted enjoining or seeking to enjoin or otherwise prevent the transactions
18
contemplated by this Agreement or the Ancillary Agreements.
19
7.3
Certificates
20
Buyer shall furnish Seller with such certificates of its officers and others to
21
evidence compliance with the conditions set forth in this Article VII as may be
22
reasonably requested by Seller.
23
7.4
Corporate Documents
24
Seller shall have received from Buyer copies of resolutions adopted by the board
25
of directors of Buyer approving this Agreement and the Ancillary Agreements to which
26
Buyer is a party and the transactions contemplated hereby and thereby, certified by
27
Buyer's corporate secretary or assistant secretary.
28
7.5
Purchase Price
29
Buyer shall have paid or caused to have been paid the Base Purchase Price to
30
Seller in accordance with Section 2.3.
31
7.6
Buyer's Deliveries
32
Buyer shall have executed and delivered each of the documents set forth in
33
Section 3.2(b).
24
Form APA.doc
ADVERTISEMENT
0 votes
Related Articles
Related forms
Related Categories
Parent category: Business