Harbinger Group Inc.
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SEC Filings

SC 13D/A
HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD. filed this Form SC 13D/A on 08/14/2013
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ARTICLE IV
 
CLOSING CONDITIONS
 
4.1           Conditions on Purchaser’s Obligation to Purchase.  The Seller acknowledges that the Purchaser’s obligation to pay to the Seller the Purchase Price in exchange for the Shares set forth in Section 1.2 at the Closing is conditioned upon satisfaction of the following conditions precedent at or before the Closing (any or all of which may be waived by Purchaser in its sole discretion):
 
(a)           The Seller has delivered the applicable Shares to the Purchaser or its designated account; and
 
(b)           The representations and warranties of the Seller contained in this Agreement shall have been true and correct at the time of execution of this Agreement and shall be true and correct in all material respects as of the Closing as if given on and as of the Closing.
 
4.2           Conditions to Seller’s Obligation to Sell.  Purchaser acknowledges that the Seller’s obligation to sell and deliver to Purchaser the Shares set forth in Section 1.2 for the applicable portion of the Purchase Price at the Closing is conditioned upon satisfaction of the following conditions precedent at or before the Closing (any or all of which may be waived by the Seller in its sole discretion):
 
(a)           The representations and warranties of the Purchaser contained in this Agreement shall have been true and correct at the time of execution of this Agreement and shall be true and correct in all material respects as of the Closing as if given on and as of the Closing.
 
ARTICLE V
 
MISCELLANEOUS PROVISIONS
 
5.1           Entire Agreement; Binding Effect.  This Agreement constitute the entire agreement between the Parties concerning the subject matter of this Agreement and supersede other prior agreements, understandings, covenants and representations, both written and oral, between the Parties to the extent they relate in any way to the subject matter of this Agreement or the transactions contemplated hereby.  This Agreement shall be binding upon, inure to the benefit of, and be enforceable by, the Parties and their respective successors and assigns.
 
5.2           Assignment.  Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by the Purchaser without the prior written consent of the Seller.
 
5.3           Amendment and Modification.  This Agreement may be amended, modified or supplemented at any time by the Parties to this Agreement pursuant to an instrument in writing signed by the Parties.
 
5.4           No Waivers.  Except as otherwise expressly provided in this Agreement, no failure to exercise, delay in exercising, or single or partial exercise of any right, power or remedy by any Party, and no course of dealing between the Parties, shall constitute a waiver of any such right, power or remedy.  No waiver by a Party of any default, misrepresentation, or breach of warranty or covenant under this Agreement, whether intentional or not, shall be deemed to extend to any prior or subsequent default, misrepresentation, or breach of warranty or covenant under this Agreement or affect in any way any rights arising by virtue of any such prior or subsequent occurrence.  No waiver shall be valid unless in writing and signed by the Party against whom such waiver is sought to be enforced.
 
 
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