BFSC CONDITIONS PRECEDENT

BFSC CONDITIONS PRECEDENT. Means collectively all of the following: (a) On the Closing Date, SCOLP having provided and/or having committed to provide the SCOLP Line of Credit to OFLLC during the 12 month period following the Closing Date; and (b) If a meeting of the shareholders of BFSC is held for the purpose of considering the execution and delivery of the Transaction Documents, the consummation of the... Mergers and the other transactions contemplated by this Agreement, Gary Shiffman and all entities and trusts that are directly 1 and/or indirectly owned or controlled by Gary Shiffman or members of his immediate family (i.e., parents, spouse, or children or trusts for their benefit) who directly or indirectly own stock in BFSC or who own or control voting rights in entities that own stock in BFSC (collectively, the Shiffman Entities") shall have voted in favor of the execution and delivery of the Transaction Documents, the consummation of the Mergers, and the consummation of the transactions contemplated by this Agreement; provided that if no such meeting of the BFSC shareholders is held, this condition precedent shall be deemed to have been satisfied, and (c) At the time of or prior to the Closing, the Investors (other than BFSC) shall not have undertaken any action that would prevent or hinder the BFSC Entities from meeting the conditions precedent set forth in Sections 7.1(c),(e),(m) and 7.2(e) of the Merger Agreement. View More