Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice or Liability to any Person):
Appears in 19 contracts
Samples: Agreement and Plan of Merger (PubMatic, Inc.), Agreement and Plan of Merger (Alteryx, Inc.), Agreement and Plan of Merger (Castle Biosciences Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice or Liability to any Person):
Appears in 17 contracts
Samples: Agreement and Plan of Merger (Cirrus Logic, Inc.), Agreement and Plan of Merger (Sailpoint Technologies Holdings, Inc.), Agreement and Plan of Merger (Sailpoint Technologies Holdings, Inc.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing Effective Time of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice notice, liability or Liability obligation to any Person):
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Mesa Laboratories Inc /Co/), Agreement and Plan of Merger, Agreement and Plan of Merger (Bone Biologics, Corp.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Transactions Transaction shall be subject to the satisfaction or waiver at or prior to the Closing Date of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit conditions, any of the Company and which may be waived waived, in writing, exclusively by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Multi Link Telecommunications Inc), Securities Purchase Agreement (Frezer, Inc.), Securities Purchase Agreement (Catalyst Lighting Group Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions shall will be subject to the satisfaction satisfaction, or written waiver by the Company, at or prior to before the Closing of each of the following conditions (it being understood and agreed that each such condition is being solely for the benefit of the Company and may be capable of being waived by the Company in writing in its sole discretion without notice notice, liability or Liability obligation to any Person):
Appears in 6 contracts
Samples: Agreement and Plan of Merger (GX Acquisition Corp.), Agreement and Plan of Merger (Citrix Systems Inc), Agreement and Plan of Merger (Nova Measuring Instruments LTD)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Merger and the other Transactions shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions conditions, any of which may be waived, in writing, by the Company (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived in writing by the Company in writing in its sole discretion without notice notice, liability or Liability obligation to any Person):
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Cisco Systems, Inc.), Agreement and Plan of Merger (Splunk Inc), Original Agreement (Acacia Communications, Inc.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions conditions, any of which may be waived, in writing, by the Company (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived in writing by the Company in writing in its sole discretion without notice notice, liability or Liability obligation to any Person):
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Virage Logic Corp), Agreement and Plan of Merger (Cisco Systems Inc), Agreement and Plan of Merger (Digital Insight Corp)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate the Transactions shall be transactions contemplated by this Agreement is subject to the satisfaction or waiver at fulfillment, on or prior to the Closing Date, of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit any or all of the Company and which may be waived by the Company in writing whole or in part in its sole discretion without notice or Liability to any Persondiscretion):
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Great Atlantic & Pacific Tea Co Inc), Agreement and Plan of Merger (Pathmark Stores Inc), Agreement and Plan of Merger (Thompson Anthony W)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall also be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice or Liability to any Person):conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Sonat Inc), Agreement and Plan of Merger (El Paso Energy Corp/De), Agreement and Plan of Merger (Merck & Co Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions shall be subject to the satisfaction or waiver in writing at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice or Liability to any Person):
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Soundhound Ai, Inc.), Agreement and Plan of Merger (SentinelOne, Inc.), Agreement and Plan of Merger (8x8 Inc /De/)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate effect the Transactions shall be are also subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit conditions, any or all of the Company and which may be waived in writing by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (SmartRent, Inc.), Agreement and Plan of Merger (Cannae Holdings, Inc.), Agreement and Plan of Merger (Streamline Health Solutions Inc.)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at on or prior to the Closing Date of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit additional conditions, either of the Company and which may be waived waived, in writing, exclusively by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Egalet Corp), Asset Purchase Agreement (Egalet Corp)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions conditions, any of which may be waived, in writing, by the Company (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice notice, liability or Liability obligation to any Person):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sunpower Corp), Agreement and Plan of Merger (Sunpower Corp)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice notice, liability or Liability obligation to any Person):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Alvarion LTD), Agreement and Plan of Merger (Amdocs LTD)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction fulfillment or waiver satisfaction, at or prior to the Closing of each Closing, of the following conditions conditions, each of which, to the extent lawful, may be waived, in writing, by the Company (it being understood and agreed that each such condition is conditions are solely for the benefit of the Company and may be so waived in writing by the Company in writing in its sole discretion without notice notice, Liability or Liability obligation to any Person):
Appears in 2 contracts
Samples: Merger Agreement (CDC Corp), Merger Agreement (CDC Software CORP)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions shall be transactions contemplated hereby are subject to the satisfaction or waiver at or, where permissible, waiver, on or prior to the Closing of each Date, of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice or Liability to any Person):conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Firstcom Corp), Agreement and Plan of Merger (At&t Latin America Corp)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions conditions, any of which, to the extent permitted by applicable Law, may be waived, in writing, by the Company (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived in writing by the Company in writing in its sole discretion without notice notice, liability or Liability obligation to any Person):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Novatel Wireless Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to effect the Merger and consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to before the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company Company, in whole or in part, and may be waived by the Company in writing in its sole discretion without notice or Liability to any Personnotice):
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate complete the Transactions Arrangement shall be subject to the satisfaction or waiver at or prior to the Closing of each of of, among others, the following conditions (it being understood and agreed that each such condition is solely for the benefit conditions, any of the Company and which may be waived by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect the Transactions shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit conditions, any of the Company and which may be waived waived, in writing, exclusively by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate close the Transactions shall be transactions contemplated hereby is subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit conditions, any of the Company and which may be waived waived, in writing, executed by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 1 contract
Samples: Termination and Release Agreement (American Residential Investment Trust Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated by this Agreement shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice or Liability to any Person):
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit conditions, any of the Company and which may be waived waived, in writing, by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate effect the Transactions shall be transactions contemplated hereby are also subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit conditions, any or all of the Company and which may be waived in writing by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions conditions, any of which may be waived, in writing, by the Company (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice notice, liability or Liability obligation to any Person):
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereunder shall be subject to the satisfaction or waiver fulfillment, at or prior to the Closing of each Closing, of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and condition, which may be waived in writing by the Company in writing in its sole discretion without notice or Liability to any Person):discretion:
Appears in 1 contract
Samples: Private Placement Agreement (Therapix Biosciences Ltd.)
Additional Conditions to Obligations of the Company. The obligations obligation of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions conditions, any of which may be waived, in writing, by the Company (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice notice, liability or Liability obligation to any Person):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Synova Healthcare Group Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit conditions, any of the Company and which may be waived waived, in writing, exclusively by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions shall be subject to the satisfaction or waiver in writing in accordance with Section 8.2 at or prior to the Closing Date of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice or Liability to any Person):
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions shall be are subject to the satisfaction or waiver at or prior to the Closing fulfillment of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit any or all of the Company and which may be waived in writing by the Company in writing whole or in part in its sole discretion without notice or Liability to any Persondiscretion):
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice or Liability liability to any Person):
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions conditions, any of which may be waived, in writing, by the Company, such waiver based solely on approval by the Special Committee (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived in writing by the Company in writing in its sole discretion without notice notice, liability or Liability obligation to any Person):
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice or Liability to any Persondiscretion):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Gatsby Digital, Inc.)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate effect the Transactions shall be are also subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit conditions, any or all of the Company and which may be waived in writing by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dun & Bradstreet Corp/Nw)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction fulfillment or waiver satisfaction, at or prior to the Closing of each Closing, of the following conditions conditions, each of which may be waived, in writing, by the Company (it being understood and agreed that each such condition is conditions are solely for the benefit of the Company and may be waived in writing by the Company in writing in its sole discretion without notice notice, Liability or Liability obligation to any Person):
Appears in 1 contract
Samples: Merger Agreement (CDC Corp)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions shall be are subject to the satisfaction or waiver at or prior to fulfillment, as of the Closing Date, of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit any or all of the Company and which may be waived in writing by the Company in writing whole or in part in its sole discretion without notice or Liability to any Persondiscretion):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Abm Industries Inc /De/)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company prior to the Closing in writing in its sole discretion without notice or Liability to any Person):
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate complete the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice or Liability to any Person):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Lattice Semiconductor Corp)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate and effect this Agreement and the Transactions transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing Effective Time of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit conditions, any of the Company and which may be waived waived, in writing, by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Covad Communications Group Inc)
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate the Transactions shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit of the Company and may be waived by the Company in writing in its sole discretion without notice or Liability to any Person):
Appears in 1 contract
Additional Conditions to Obligations of the Company. The obligations of the Company to consummate effect the Transactions shall be also are subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions (it being understood and agreed that each such condition is solely for the benefit conditions, any or all of the Company and which may be waived in writing by the Company in writing in its sole discretion without notice or Liability to any Person):Company:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Aspect Software Group Holdings Ltd.)
