Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 65 contracts
Samples: Agreement and Plan of Merger and Reorganization (American Well Corp), Agreement and Plan of Reorganization (Artisan Components Inc), Agreement and Plan of Merger (Citrix Systems Inc)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate effect the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at on or prior to the Closing Date of each of the following additional conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 54 contracts
Samples: Agreement and Plan of Merger (Pacific Ethanol, Inc.), Agreement and Plan of Merger (Palomar Medical Technologies Inc), Agreement and Plan of Merger (Palomar Medical Technologies Inc)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 44 contracts
Samples: Agreement and Plan of Merger (Art Technology Group Inc), Agreement and Plan of Merger (Kimball International Inc), Agreement and Plan of Merger (Advanced Products Group Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the other transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 25 contracts
Samples: Agreement and Plan of Merger (Identiv, Inc.), Agreement and Plan of Merger (Sigma Designs Inc), Agreement and Plan of Merger (Emulex Corp /De/)
Additional Conditions to Obligations of the Company. The obligations --------------------------------------------------- of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 18 contracts
Samples: Agreement and Plan of Reorganization (Genesys Telecommunications Laboratories Inc), Agreement and Plan of Reorganization (Context Integration Inc), Agreement and Plan of Reorganization (Looksmart LTD)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate the Merger and the other transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 13 contracts
Samples: Agreement and Plan of Merger (Angiotech Pharmaceuticals Inc), Agreement and Plan of Merger (Angiotech Pharmaceuticals Inc), Agreement and Plan of Merger (Neomedia Technologies Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement other Transactions shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Revolution Medicines, Inc.), Agreement and Plan of Merger (CM Life Sciences III Inc.), Agreement and Plan of Merger (890 5th Avenue Partners, Inc.)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate effect the Merger and the transactions contemplated by this Agreement shall be is subject to the satisfaction at or prior to the Closing of each of the following additional conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Sonic Foundry Inc), Agreement and Plan of Merger (Prodigy Communications Corp), Agreement and Plan of Merger (Adforce Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following additional conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 7 contracts
Samples: Agreement and Plan of Merger and Reorganization (Copper Mountain Networks Inc), Agreement and Plan of Merger and Reorganization (Tut Systems Inc), Agreement and Plan of Merger and Reorganization (Ikos Systems Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate effect the Merger and the other transactions contemplated by in this Agreement shall be are also subject to the satisfaction at following conditions any or prior to the Closing of each of the following conditions, any all of which may be waived, in writingwhole or in part, exclusively to the extent permitted by the Companyapplicable law:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Palmer Wireless Inc), Agreement and Plan of Merger (Micros to Mainframes Inc), Agreement and Plan of Merger (Money Store Inc /Nj)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate effect the Merger and the other transactions contemplated by in this Agreement shall be is subject to the satisfaction at or prior to the Closing of each of the following conditions, any each of which may be waived, in writingwhole or in part, exclusively to the extent permitted by applicable Law, by the Company:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Daou Systems Inc), Confidential Treatment Requested Agreement and Plan of Merger (Daou Systems Inc), Agreement and Plan of Merger (Daou Systems Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing Effective Time of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Intercontinental Exchange, Inc.), Agreement and Plan of Merger (US Oncology Holdings, Inc.), Agreement and Plan of Merger (McKesson Corp)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Storage Computer Corp), Agreement and Plan of Reorganization (Corsair Communications Inc), Agreement and Plan of Reorganization (Ligand Pharmaceuticals Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger Acquisition and the other transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Centillium Communications Inc), Asset Purchase Agreement (Atheros Communications Inc), Asset Purchase Agreement (Looksmart LTD)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the other transactions contemplated hereby and by this Agreement the Ancillary Agreements shall be subject to the satisfaction or waiver of each of the following conditions at or prior to the Closing Effective Time (all of each which are for the benefit of the following conditions, any of which Company and may only be waived, in writing, exclusively waived by the Company:Company in writing if not satisfied):
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Valueclick Inc/Ca), Agreement and Plan of Merger and Reorganization (Valueclick Inc/Ca), Agreement and Plan of Merger and Reorganization (K2 Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing Effective Time of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Tut Systems Inc), Agreement and Plan of Reorganization (Cybergold Inc), Agreement and Plan of Merger (Platinum Technology Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate effect the Merger and the other transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any or all of which may be waived, in writing, exclusively waived by the Company, in whole or in part, to the extent permitted by applicable Law:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Dresser Industries Inc /De/), Agreement and Plan of Merger (Pen Interconnect Inc), Agreement and Plan of Merger (Halliburton Co)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing Effective Time of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Flir Systems Inc), Shareholder Agreement (Phone Com Inc), Agreement and Plan of Merger (Phone Com Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to before the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Tangible Asset Galleries Inc), Agreement and Plan of Merger (Integrated Alarm Services Group Inc), Agreement and Plan of Merger (Integrated Alarm Services Group Inc)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Applera Corp), Agreement and Plan of Merger (Telanetix,Inc), Agreement and Plan of Merger (Matria Healthcare Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Etoys Inc), Agreement and Plan of Reorganization (Etoys Inc), Agreement and Plan of Reorganization (Evoke Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the other transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Wellcare Management Group Inc), Agreement and Plan of Merger (Wellcare Management Group Inc), Agreement and Plan of Merger (Wellcare Group Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect this Agreement and the Merger and the other transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing Effective Time of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Career Education Corp), Agreement and Plan of Merger (Career Education Corp), Agreement and Plan of Merger (California Culinary Academy Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement Other Transactions shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company, in the Company’s sole discretion:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.), Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Forsythe Gerald R), Agreement and Plan of Merger (Verticalnet Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Paylocity Holding Corp), Agreement and Plan of Merger (Invitrogen Corp)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate effect the Merger and the other transactions contemplated by in this Agreement shall be are also subject to the satisfaction at or prior to the Closing of each Effective Time of the following conditions, conditions any or all of which may be waived, in writing, exclusively waived by the Company, in whole or in part, to the extent permitted by applicable law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Titan Corp), Agreement and Plan of Merger (Advanced Communication Systems Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (COMMITTED CAPITAL ACQUISITION Corp), Agreement and Plan of Reorganization (Adept Technology Inc)
Additional Conditions to Obligations of the Company. The obligations --------------------------------------------------- of the Company to consummate the Merger and the other transactions contemplated by this Agreement hereby shall be subject to the satisfaction or waiver of each of the following conditions at or prior to the Closing of each of the following conditionsEffective Time, any of which may be waived, in writing, exclusively by the Company:
Appears in 2 contracts
Samples: Exhibit 1 (Peregrine Systems Inc), Agreement and Plan of Merger (Remedy Corp)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger Acquisition and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 2 contracts
Samples: Purchase Agreement (Trustcash Holdings, Inc.), Purchase Agreement (Mistral Ventures Inc)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate the Merger and the transactions contemplated by this Agreement Transactions shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (First Financial Bancorp /Oh/), Agreement and Plan of Merger (Citrix Systems Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Avista Healthcare Public Acquisition Corp.), Agreement and Plan of Merger (Harmony Merger Corp.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the other transactions contemplated by that are to occur at or after the Effective Time pursuant to this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditionsconditions set forth in this Section 6.3, any of which may be waived, in writing, exclusively by the CompanyCompany in its sole and absolute discretion:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Greenrose Acquisition Corp.), Agreement and Plan of Merger (Greenrose Acquisition Corp.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be hereby, including the Merger, are subject to the satisfaction at or prior to the Closing of each of the following conditions, any or all of which may be waived, in writingwhole or in part, exclusively to the extent permitted by applicable Law, by the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (E.W. SCRIPPS Co), Agreement and Plan of Merger (E.W. SCRIPPS Co)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the other transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Audience Inc), Agreement and Plan of Merger (Business Objects S.A.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following additional conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Enpro Industries, Inc), Agreement and Plan of Merger (Callaway Golf Co)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger Asset Purchase and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Healtheon Corp), Asset Purchase Agreement (Healtheon Corp)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate effect the Merger and to otherwise consummate the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, conditions (it being understood that any one or more of which the following conditions may be waived, in writing, exclusively waived by the Company:):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Teva Pharmaceutical Industries LTD)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, waived only in writing, exclusively writing signed by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Covad Communications Group Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company and the Sellers to consummate the Merger and effect the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by the CompanyCompany and the Sellers’ Representative:
Appears in 1 contract
Samples: Stock Purchase Agreement (Global Logistics Acquisition CORP)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to before the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by subject to the Company:mutual consent of the Company and Purchaser.
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the --------------------------------------------------- Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Level 8 Systems)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Merger and the other transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing Effective Time of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the other transactions contemplated by that are to occur at or after the Effective Time pursuant to this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditionsconditions set forth in this Section 8.2, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Merger Agreement And (Cimatron LTD)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Merger Amalgamation and the transactions contemplated by this Agreement other Transactions shall be subject to the satisfaction at or prior to the Closing of each of the following additional conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Business Combination Agreement (Ivanhoe Capital Acquisition Corp.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall will be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to effect the Closing and consummate the Merger and the other transactions contemplated by that are to occur at or after the Effective Time pursuant to this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditionsconditions set forth in this Section 6.2, any of which may be waived, in writing, exclusively by the CompanyCompany in its sole and absolute discretion:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The --------------------------------------------------- obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Level One Communications Inc /Ca/)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger Transactions and the other transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Acquisition Merger and the transactions contemplated by this Agreement other Transactions shall be subject to the satisfaction at or prior to the Closing Closing, as applicable, of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Business Combination Agreement (Moringa Acquisition Corp)
Additional Conditions to Obligations of the Company. The obligations --------------------------------------------------- of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing Effective Time of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Stamps Com Inc
Additional Conditions to Obligations of the Company. The --------------------------------------------------- obligations of the Company and the Shareholder to consummate the Merger and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Usa Talks Com Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing Closing, or such time as specified herein, of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Algiers Resources Inc/Ny)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement Transaction shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Asset Purchase Agreement (Crystalix Group International Inc)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate effect the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by other Transactions that are to occur at or after the Effective Time pursuant to this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditionsconditions set forth in this Section 6.3, any of which may be waived, in writing, exclusively by the CompanyCompany in its sole and absolute discretion:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Greenrose Acquisition Corp.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement other Transactions shall be subject to the satisfaction at or prior to the Closing Closing, as applicable, of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Business Combination Agreement (Moringa Acquisition Corp)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement shall Other Transactions will be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waivedwaived (except as may be prohibited by Law), in writing, exclusively by the Company, in the Company’s sole discretion:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pacira Pharmaceuticals, Inc.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Transaction Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Andina Acquisition Corp. II)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate the Merger and the other transactions contemplated by this Agreement and by the Related Agreement shall also be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Medicis Pharmaceutical Corp)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate effect the Merger and otherwise consummate the transactions contemplated by this Agreement shall be are subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, waived in writing, writing exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger (HyperSpace Communications, Inc.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:: 44
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing Effective Time of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:: 44
Appears in 1 contract
Samples: Agreement and Plan of Merger (Us Dry Cleaning Corp)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions other transa ctions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations ---------------------------------------------------- of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Affiliate Agreement (Level One Communications Inc /Ca/)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate effect the Merger and the other transactions contemplated by in this Agreement shall be is also subject to the satisfaction at or prior to the Closing of each Effective Time of the following conditions, any or all of which may be waived, in writing, exclusively waived by the Company, in whole or in part:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Worldgate Communications Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate effect the Merger and consummate the other transactions contemplated by this Agreement shall be are also subject to the satisfaction at or prior to the Closing of each of the following conditions, any or all of which may be waived, in writingwhole or in part, exclusively to the extent permitted by the Company:Section 9.15 and applicable Law.
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement other Transactions shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:: 58
Appears in 1 contract
Samples: Agreement and Plan of Merger (CM Life Sciences II Inc.)
Additional Conditions to Obligations of the Company. The obligations of --------------------------------------------------- the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Cirrus Logic Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be are subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing Effective Time of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:: 40
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the other transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the CompanyCompany or the Securityholder Representative:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Atheros Communications Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company and Shareholders to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing Closing, or such time as specified herein, of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Merger Agreement and Plan of Reorganization (Surge Components Inc)
Additional Conditions to Obligations of the Company. The obligations --------------------------------------------------- of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Amalgamation (Numerical Technologies Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement Transactions shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, waived exclusively by the Company:
Appears in 1 contract
Samples: Merger Agreement (Software Com Inc)
Additional Conditions to Obligations of the Company. The --------------------------------------------------- obligations of the Company to consummate effect the Merger and the other transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any or all of which may be waived, in writing, exclusively waived by the Company, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Aviva Petroleum Inc /Tx/)
Additional Conditions to Obligations of the Company. The obligations obligation --------------------------------------------------- of the Company to consummate and effect the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction or fulfillment, at or prior to the Closing Date, of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the obligations of the Company to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Summit Design Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger Mergers and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
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Samples: Voting Agreement (Realnetworks Inc)
Additional Conditions to Obligations of the Company. The obligations of --------------------------------------------------- the Company to consummate the Merger and the transactions contemplated by this Agreement Transactions shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Merger Agreement (Software Com Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and effect the transactions contemplated by this Agreement shall be are subject to the satisfaction at or prior to the Closing of each Date of the following conditions, any or all of which may be waived, waived in writing, writing in whole or in part exclusively by the Company:
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Samples: Transaction Agreement (Avista Healthcare Public Acquisition Corp.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at on or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Peregrine Systems Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the other transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:Company (it being understood that each such condition is solely for the benefit of the Company and may be waived in writing by the Company in its sole discretion without notice, liability or obligation to any Person):
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Additional Conditions to Obligations of the Company. The obligations of the Company to consummate effect the Merger and to consummate the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Icx Technologies Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the other transactions contemplated hereby and by this Agreement each Transaction Document shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Lyell Immunopharma, Inc.)
Additional Conditions to Obligations of the Company. The --------------------------------------------------- obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
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Additional Conditions to Obligations of the Company. The obligations of the Company to consummate effect the Merger and the other transactions contemplated by this Agreement hereby shall be subject to the satisfaction at or prior to the Closing of each Effective Time of the following conditions, any or all of which may be waived, in writing, exclusively waived by the Company:, in whole or in part, to the extent permitted by applicable Law: (a)
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Samples: Agreement and Plan of Merger (American Electric Power Company Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the other transactions contemplated by this Agreement hereby shall be subject to the A-45 satisfaction or waiver of each of the following conditions at or prior to the Closing of each of the following conditionsEffective Time, any of which may be waived, in writing, exclusively by the Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Peregrine Systems Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger Transaction and the other transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:
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Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Closing of each of the following additional conditions, any of which may be waived, unless waived in writing, exclusively writing by the Company:
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