Conditions to Closing. The obligations of the Company to sell the Securities are subject to the satisfaction at or prior to the Closing of the following conditions precedent: the representations and warranties of the undersigned contained in Section 7 hereof shall be true and correct on and as of the Closing in all respects with the same effect as though such representations and warranties had been made on and as of the Closing, and the conditions precedent set forth in the preamble paragraph hereof shall have been satisfied.

The respective obligations of each of the Parties to effect the Closing shall be subject to the satisfaction at or prior to the Closing of each of the following conditions:

Additional Closing Conditions. As an additional condition to any advance of new funds to [[Organization A:Organization]] on or after the date of this Agreement to be evidenced by the Replacement Term Note: # [[Organization A:Organization]] must provide to ​ evidence that it has contributed from working capital the amount of not less than 40% of the cost of any capital expenditure project financed with such advance; and # [[Organization A:Organization]] must provide a copy of its most current capital expenditure tracking report submitted to the Pennsylvania Public Utility Commission with any request for advance.

Conditions to Closing. The obligations of the Parties to complete the sale of the Shares is contingent upon the satisfaction or waiver of the following:

3A.Conditions to Effectiveness of Agreement. The effectiveness of this Agreement and the amendment and restatement of the Prior Agreement effected hereby is subject to the satisfaction of the following conditions:

Purchaser’s Conditions to Closing. The Purchaser’s obligations to consummate the transactions contemplated hereby at the Closing are subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by the Purchaser in writing in whole or in part):

All necessary approvals under federal and state securities laws and other authorizations relating to the issuance of the Acquisition Shares and the transfer of the Shares shall have been received.

Closing. Subject to the terms and conditions of this Agreement, the consummation of the transactions contemplated by this Agreement shall take place at a closing (the “Closing”) to be held two (2) business days after the Effective Date (the “Closing Date”), or such later date as agreed to by the parties in writing.

Closing. The completion of the purchase and sale of Property (“Closing"), shall take place on December 29, 2021, or to a date mutually agreed upon by Seller and Purchaser (“Closing Date”). The Closing shall be closed through an escrow with the Title Company in accordance with the provisions of the usual form of New York-style Deed and Money Escrow Agreement with provisions inserted in the escrow agreement as may be required to conform with this Contract. Upon the creation of such an escrow, anything herein to the contrary notwithstanding, the payment of the balance of the Purchase Price and delivery of deed and other documents required to be delivered by this Contract, shall be made through the escrow. The cost of the escrow shall be divided equally between the Parties. The Purchaser and Seller shall execute any documents required by the Title Company.

Closing. The closing of the transactions contemplated by this Agreement (the “Closing”) shall occur on the Closing Date at such location as may be agreed to by the parties (including via exchange of electronic signatures).