Compliance with Agreements and Covenants. Seller shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Huron Consulting Group Inc.), Asset Purchase Agreement (Huron Consulting Group Inc.), Asset Purchase Agreement (M Wave Inc)
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 3 contracts
Samples: Asset Purchase and Sale Agreement (Quanex Corp), Asset Purchase and Sale Agreement (Gerdau Ameristeel Corp), Asset Purchase and Sale Agreement (Gerdau Ameristeel Corp)
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects with all of its respective covenants, obligations and agreements contained in this Agreement to be performed and complied with by it them on or prior to the Closing Date.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Dutch Gold Resources Inc), Stock Purchase Agreement (Aultra Gold Inc.), Stock Purchase Agreement (Dutch Gold Resources Inc)
Compliance with Agreements and Covenants. Seller shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement (other than the covenants, obligations and agreements in Sections 6.1(e) and 6.2(c)) to be performed and complied with by it on or prior to the Closing Date.
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (CF Industries Holdings, Inc.), Asset Purchase Agreement (Mosaic Co)
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing DateDate or any other date specified in this Agreement in all material respects.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Land O Lakes Inc), Asset Purchase and Sale Agreement (Golden Oval Eggs LLC)
Compliance with Agreements and Covenants. Seller shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it Seller on or prior to the Closing Date.
Appears in 2 contracts
Samples: Pre Purchase Agreement (National Fuel Gas Co), Purchase Agreement (National Fuel Gas Co)
Compliance with Agreements and Covenants. Seller and its Affiliates shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement of Seller to be performed and or complied with by it Seller or any such Affiliate on or prior to before the Closing Date.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Y-mAbs Therapeutics, Inc.), Asset Purchase Agreement (UNITED THERAPEUTICS Corp)
Compliance with Agreements and Covenants. Seller shall have performed and complied in all material respects with all of its covenants, covenants and obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 2 contracts
Samples: Merger Agreement (Chateau Communities Inc), Stock Purchase Agreement (Kinder Morgan Energy Partners L P)
Compliance with Agreements and Covenants. Seller and its Affiliates shall have performed in all material respects all obligations and agreements and complied in all material respects with all of its covenants, obligations covenants and agreements contained in conditions required by this Agreement to be performed and or complied with by it Seller or any such Affiliate on or prior to before the Closing Date.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Mirum Pharmaceuticals, Inc.), Asset Purchase Agreement (Eiger BioPharmaceuticals, Inc.)
Compliance with Agreements and Covenants. Seller Each of the Sellers shall have performed and complied in all material respects with all of its their respective covenants, obligations and agreements contained in this Agreement to be performed and complied with by it each of them on or prior to the Closing Date.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ls Power Funding Corp), Securities Purchase Agreement (Cogentrix Energy Inc)
Compliance with Agreements and Covenants. Seller and the Company shall have performed and complied in all material respects with all of its their respective covenants, obligations and agreements contained in this Agreement to be performed and complied with by it them on or prior to the Closing DateDate other than Section 2.5(c), with which Seller and the Company shall have complied in all respects.
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Shutterfly Inc)
Compliance with Agreements and Covenants. Each Seller shall have performed and complied in all material respects performed and complied with all of its covenants, covenants and obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Commscope Inc), Purchase and Sale Agreement (Andrew Corp)
Compliance with Agreements and Covenants. Seller shall have performed and complied in all material respects with all of its the covenants, obligations and agreements contained in this Agreement to be performed and complied with by it them on or prior to the Closing Date, including delivery of the documents referred to in Section 2.5(b).
Appears in 2 contracts
Samples: Asset Purchase Agreement (Metalico Inc), Asset Purchase Agreement (Metalico Inc)
Compliance with Agreements and Covenants. Seller The Sellers shall have performed and complied in all material respects with all of its covenants, their respective covenants and obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 2 contracts
Samples: Purchase Agreement, Purchase Agreement (Huron Consulting Group Inc.)
Compliance with Agreements and Covenants. Seller shall have performed and or complied in all material respects with all of its covenantsother agreements, obligations covenants and agreements contained in conditions required by this Agreement to be performed and or complied with by it on or Seller prior to or at the time of the Closing Date.
Appears in 2 contracts
Samples: Aircraft Purchase and Sale Agreement, Aircraft Purchase and Sale Agreement (Abraxis BioScience, Inc.)
Compliance with Agreements and Covenants. Each Seller shall have performed and complied in all material respects with all of its covenants, covenants and obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 2 contracts
Samples: Purchase Agreement (Schlumberger LTD /Ny/), Purchase Agreement (Hanover Compressor Co /)
Compliance with Agreements and Covenants. Seller shall have performed and complied in all material respects with all of its the covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date, including delivery of the documents referred to in Section 2.8(b).
Appears in 2 contracts
Samples: Asset Purchase Agreement (Metalico Inc), Asset Purchase Agreement (Metalico Inc)
Compliance with Agreements and Covenants. The Seller and the Company shall have performed and complied in all material respects with all of its their respective covenants, obligations and agreements contained in this Agreement to be performed and complied with by it them on or prior to the Closing Date.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Pacel Corp), Stock Purchase Agreement (Vacation Ownership Marketing Inc)
Compliance with Agreements and Covenants. Seller shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Us Home Systems Inc), Asset Purchase Agreement (Metal Management Inc)
Compliance with Agreements and Covenants. Each Seller shall have performed and complied in all material respects performed and complied with all of its covenants, obligations respective covenants and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing DateClosing.
Appears in 2 contracts
Samples: Asset Purchase and Sale Agreement (Chemtura CORP), Asset Purchase and Sale Agreement (Chemtura CORP)
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects with all of its the covenants, obligations and agreements contained in this Agreement to be performed and complied with by it the Seller on or prior to the Closing Date.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Parlux Fragrances Inc), Stock Purchase Agreement (E Com Ventures Inc)
Compliance with Agreements and Covenants. Each Seller shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Launch Media Inc)
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects with all of its respective covenants, obligations and agreements contained in this Agreement to be performed and complied with by it them on or prior to the Closing Agreement Date.
Appears in 1 contract
Compliance with Agreements and Covenants. Seller shall have performed and complied Sellers shall, in all material respects respects, have performed all of their respective obligations and agreements and complied with all of its covenants, obligations and agreements their covenants contained in this Agreement to be performed and complied with by it them on or prior to the Closing Date; and Sellers shall have delivered to Purchaser a written statement, dated as of the Closing Date, from an authorized officer of each of AWC and Acme as to compliance, to the best knowledge of such officers, with Section 8.1 and this Section 8.2.
Appears in 1 contract
Samples: Asset Purchase Agreement (American White Cross Inc)
Compliance with Agreements and Covenants. Seller Sellers shall have performed and complied in all material respects with all of its the covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing DateClosing, in all material respects.
Appears in 1 contract
Compliance with Agreements and Covenants. Seller shall have performed ---------------------------------------- and complied with, in all material respects with all of Material respects, its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Datehereunder.
Appears in 1 contract
Samples: Purchase and Sale Agreement (United States Filter Corp)
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects with all of its the covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.. 6.5
Appears in 1 contract
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects performed and complied with all of its covenants, covenants and obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. Seller Sellers and their Affiliates shall have performed in all material respects all obligations and agreements and complied in all material respects with all of its covenants, obligations covenants and agreements contained in conditions required by this Agreement to be performed and or complied with by it Sellers or any such Affiliates on or prior to before the Closing Date.
Appears in 1 contract
Samples: Asset Purchase Agreement (Ultragenyx Pharmaceutical Inc.)
Compliance with Agreements and Covenants. Seller shall have performed and complied in all material respects with all of its covenants, covenants and obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Terminals Closing Date.
Appears in 1 contract
Samples: Stock Purchase Agreement (Gatx Corp)
Compliance with Agreements and Covenants. Seller and the Company shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Samples: Membership Interest Purchase and Sale Agreement (Huron Consulting Group Inc.)
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects with all of its covenants, obligations obligations, and agreements contained in this Agreement that are required to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects with all of its covenants, obligations obligations, and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. Each Seller shall have performed and complied in all material respects performed and complied with all of its covenants, obligations respective covenants and agreements contained in this Agreement with respect to such Delayed Transfer Servicing Assets to be performed and complied with by it on or prior to the Closing applicable Servicing Asset Settlement Date.
Appears in 1 contract
Compliance with Agreements and Covenants. The Seller shall have ----------------------------------------- performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. The Seller and the Company shall have performed and complied in all material respects with all of its the covenants, obligations and agreements contained in this Agreement to be performed and complied with by it the Seller or the Company on or prior to the Closing Date; provided, that any covenant which is by its terms qualified by materiality shall have been performed and complied in all respects.
Appears in 1 contract
Compliance with Agreements and Covenants. Seller shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement and in its Related Agreements to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. Seller and the Company shall have performed and complied in all material respects with all of its covenants, their respective covenants and obligations and agreements contained in this Agreement and in their Related Agreements to be performed and complied with by it them on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. Seller shall Sellers will have performed and complied in all material respects with all of its their covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Samples: Asset Purchase Agreement (Axt Inc)
Compliance with Agreements and Covenants. Seller shall have performed and complied andcomplied in all material respects with all of its covenants, obligations and agreements contained in this Agreement and in its Related Agreements to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. The Seller and the Companies shall have performed and complied with in all material respects with all of its their covenants, obligations and agreements contained in this Agreement to be performed and complied with by it them on or prior to the Closing Date.
Appears in 1 contract
Samples: Stock Purchase Agreement (Unistar Financial Service Corp)
Compliance with Agreements and Covenants. Seller and the Company shall have performed and complied in all material respects with all of its their respective covenants, obligations and agreements contained in this Agreement to be performed and complied with by it them on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. Seller Sellers shall ----------------------------------------------------- have performed and complied in all material respects with all of its their respective covenants, obligations and agreements contained in this Agreement and in their Related Agreements to be performed and complied with by it them on or prior to the Initial Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects with all of its covenants, covenants and obligations and agreements contained in this Agreement and its Related Agreements to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (Owens & Minor Inc/Va/)
Compliance with Agreements and Covenants. Seller shall have performed and complied in all material respects with all of its respective covenants, obligations and agreements contained in this Agreement to be performed and complied with by it Seller on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. Seller and Stockholder shall have performed and complied in all material respects with all of its their covenants, obligations and agreements contained in this Agreement to be performed and complied with by it him on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. Each Seller shall have performed and complied in all material respects performed and complied with all of its covenants, obligations respective covenants and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects with all of its her respective covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Samples: Stock Purchase Agreement (Imprimis Pharmaceuticals, Inc.)
Compliance with Agreements and Covenants. Seller shall will have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Samples: Asset Purchase Agreement (Axt Inc)
Compliance with Agreements and Covenants. Seller and the Company ---------------------------------------- shall have performed and complied in all material respects with all of its their respective covenants, obligations and agreements contained in this Agreement to be performed and complied with by it them on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. The Seller shall have performed and complied in all material respects with all of its the covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Samples: Stock Exchange Agreement (Logistics Management Resources Inc)
Compliance with Agreements and Covenants. Seller Sellers shall have performed and complied in all material respects with all of its their respective covenants, obligations and agreements contained in this Agreement and in their Related Agreements to be performed and complied with by it them on or prior to the Closing Date.
Appears in 1 contract
Samples: Interest Purchase Agreement (Ameritrade Holding Corp)
Compliance with Agreements and Covenants. Seller shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement and in its Related Agreements to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Samples: Interest Purchase Agreement (Allegro Biodiesel Corp)
Compliance with Agreements and Covenants. Seller Sellers shall have performed and complied in all material respects performed and complied with all of its covenants, covenants and obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Citizens Communications Co)
Compliance with Agreements and Covenants. Each Seller and the Company shall have performed and complied in all material respects with all of its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Compliance with Agreements and Covenants. Seller shall have performed and complied with, in all material respects with all of Material respects, its covenants, obligations and agreements contained in this Agreement to be performed and complied with by it on or prior to the Closing Datehereunder.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Wheelabrator Technologies Inc /De/)
Compliance with Agreements and Covenants. Each Seller shall have ---------------------------------------- performed and complied in all material respects with all of its covenants, covenants and obligations and agreements contained in this Agreement and in its Related Agreements to be performed and complied with by it on or prior to the Closing Date.
Appears in 1 contract
Samples: Stock Purchase Agreement (Mutual Risk Management LTD)
