Buyer’s Performance. The covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been performed and complied with in all material respects, and Seller shall have received a certificate of an executive officer of Buyer, dated as of the Closing Date, as to such compliance.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Tri State Outdoor Media Group Inc), Asset Purchase Agreement (Outdoor Systems Inc)
Buyer’s Performance. The All of the covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been duly performed and complied with in all material respects, ; and Seller there shall have received been delivered to Seller Parties a certificate of an executive officer of Buyer, dated as of the Closing DateDate and signed by an officer of Buyer, as certifying to such complianceeffect.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Roivant Sciences Ltd.), Asset Purchase Agreement, Asset Purchase Agreement (Dermavant Sciences LTD)
Buyer’s Performance. The All of the covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been performed and complied with in all material respects, and . Seller shall have received a certificate of an executive officer to such effect, signed on behalf of Buyer, dated as of the Closing Date, as to such complianceby its chief executive officer and its chief financial officer.
Appears in 4 contracts
Samples: Stock and Asset Purchase Agreement (McClatchy Co), Stock and Asset Purchase Agreement (McClatchy Co), Stock and Asset Purchase Agreement (McClatchy Co)
Buyer’s Performance. The covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been performed and complied with in all material respects, and Seller Sellers shall have received a certificate of an executive officer of Buyer, dated as of the Closing Date, as to such compliance.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Outdoor Systems Inc), Stock Purchase Agreement (Outdoor Systems Inc)
Buyer’s Performance. The Each of the agreements and covenants of Buyer to be performed and obligations that complied with by Buyer is required to perform or to comply with pursuant to this Agreement at or prior to or as of the Closing must Date will have been duly performed and complied with in all material respects, and Seller . Buyer shall have received delivered to Seller a certificate of an executive officer of Buyersigned by its duly authorized managing member, dated as of the Closing Date, as to such complianceregarding the matters set forth in this Section 8.2.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Cotelligent Inc), Asset Purchase Agreement (Cotelligent Inc)
Buyer’s Performance. The All of the covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been performed and complied with in all material respects, and Seller . Xxx shall have received a certificate of an executive officer to such effect, signed on behalf of Buyer, dated as of the Closing Date, as to such complianceby its chief executive officer or its chief financial officer.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Lee Enterprises, Inc), Asset Purchase Agreement (Lee Enterprises, Inc)
Buyer’s Performance. The Each of the covenants and obligations that the Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respectswith, and Seller Sellers shall have received a an officer's certificate of an executive officer to such effect signed on behalf of Buyer, dated as of the Closing Date, as to such compliance.
Appears in 1 contract
Buyer’s Performance. The All of the covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been performed and complied with in all material respects, and . Seller shall have received a certificate of an executive officer to such effect, signed on behalf of Buyer, dated as of the Closing Date, as to such complianceby its manager.
Appears in 1 contract
Buyer’s Performance. The covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been performed and complied with in all material respects, each of its covenants and Seller shall have received a certificate of an executive officer of Buyer, dated as of agreements required by this Agreement to be performed or complied with by it prior to or at the Closing Date, as to such complianceTime.
Appears in 1 contract
Samples: Asset Purchase Agreement (Heartland Wireless Communications Inc)
Buyer’s Performance. The covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been performed and complied with in all material respects, and Seller shall have received a certificate of an executive officer of BuyerBuyer in the form of Exhibit H annexed hereto, dated as of the Closing Date, as to such compliance.
Appears in 1 contract
Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc)
Buyer’s Performance. The Buyer shall have performed and complied with the covenants and obligations agreements that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been performed and complied with in all material respectsClosing, and Seller shall have received a certificate of an executive officer of Buyer, dated as of the Closing Date, as Buyer to such complianceeffect signed by a duly authorized officer thereof.
Appears in 1 contract
Samples: Asset Purchase Agreement
Buyer’s Performance. The All of the covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been performed and complied with in all material respects, and . Seller shall have received a certificate to such effect, signed on behalf of Buyer by an executive officer of Buyer, dated as of the Closing Date, as to such complianceofficer.
Appears in 1 contract
Buyer’s Performance. The covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been performed and complied with in all material respects, and Seller shall have received a certificate of an executive officer of BuyerBuyer in the form of Exhibit F annexed hereto, dated as of the Closing Date, as to such compliance.
Appears in 1 contract
Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc)
Buyer’s Performance. The covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been performed and complied with in all material respects, and Seller shall have received a certificate of an executive officer of BuyerBuyer in the form of Exhibit G annexed hereto, dated as of the Closing Date, as to such compliance.
Appears in 1 contract
Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc)
Buyer’s Performance. The covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been performed and complied with in all material respects, and Seller shall have received a certificate of an executive officer of BuyerBuyer in the form of Exhibit E annexed hereto, dated as of the Closing Date, as to such compliance.
Appears in 1 contract
Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc)
Buyer’s Performance. The covenants and obligations that Buyer is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been performed and complied with in all material respects, and and, unless the Contemplated Transactions are consummated simultaneously with the signing of this Agreement, Seller shall have received a certificate of an executive officer of Buyer, dated as of the Closing Date, as to such compliance.
Appears in 1 contract