Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement are subject to the satisfaction at or prior to the Closing of each of the following conditions, any one or more of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Charter Communications Southeast Lp), Asset Purchase Agreement (Charter Communications Southeast Lp), Asset Purchase Agreement (Charter Communications Southeast Lp)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to perform this Agreement are subject to the satisfaction at or prior to the Closing of each of the following conditions, any one or more each of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 4 contracts
Samples: Purchase and Sale Agreement (Orthalliance Inc), Stock Purchase and Sale Agreement (Orthalliance Inc), Purchase and Sale Agreement (Orthalliance Inc)
Conditions Precedent to Obligations of Purchaser. The obligations Notwithstanding any provision of this Agreement to the contrary, the obligation of Purchaser under to consummate the transactions provided for in this Agreement are is subject to the satisfaction satisfaction, at or prior to before the Closing of each Closing, of the following conditions, any one or more of which may be waived in writing by Purchaser, Purchaser in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement, Asset Purchase Agreement
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under to consummate the transactions contemplated in this Agreement are is subject to the satisfaction at or prior to the Closing fulfillment of each of the following conditions, any one or more of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 3 contracts
Samples: Acquisition Agreement (Phoenix Md Realty LLC), Acquisition Agreement (Phoenix Md Realty LLC), Stock Purchase Agreement (Phoenix Color Corp)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement are subject to the Purchaser’s satisfaction at or prior as to the Closing of each of the following conditions, any one or more of which may be conditions (unless waived in writing by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.):
Appears in 3 contracts
Samples: Purchase and Sale Agreement (First Indiana Corp), Purchase and Sale Agreement (Home Federal Bancorp), Purchase and Sale Agreement (Netbank Inc)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser to consummate the transactions contemplated under this Agreement are subject to the satisfaction at or prior to the Closing fulfillment of each of the following conditions, any one or more and all of which may be waived in whole or in part by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Rand Logistics, Inc.), Asset Purchase Agreement (Rand Logistics, Inc.), Asset Purchase Agreement (Rand Logistics, Inc.)
Conditions Precedent to Obligations of Purchaser. 7.1 The obligations of Purchaser under this Agreement hereunder are subject to the satisfaction at or prior to the Closing of each of the following conditions, any one or more of which may be waived in writing by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 3 contracts
Samples: Share Purchase Agreement (Ziasun Technologies Inc), Share Purchase Agreement (Ziasun Technologies Inc), Share Purchase Agreement (Ziasun Technologies Inc)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction at satisfaction, on or prior to before the Closing Closing, of each and every one of the following conditions, all or any one or more of which may be waived by Purchaserwaived, in its sole discretion; providedwhole or in part, however, that no such waiver of a condition shall constitute a waiver by Purchaser for purposes of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.consummating such transactions:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Energy West Inc), Stock Purchase Agreement (Energy West Inc), Stock Purchase Agreement (Energy West Inc)
Conditions Precedent to Obligations of Purchaser. The All obligations of Purchaser under this Agreement are subject to the satisfaction at or fulfillment, prior to or at the Closing Closings, of each of the following conditionsconditions (except for those only applicable to one of the Closings), any one or more all of which may be waived in whole or in part by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Power John C /Ca/), Stock Purchase Agreement (Gibbs John D)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to effect the Transactions and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction (or waiver by Purchaser), at or prior to the Closing Closing, of each of the following conditions, any one or more of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ditech Corp), Asset Purchase Agreement (Ditech Corp)
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under to consummate the transactions contemplated by this Agreement are is subject to the satisfaction at or fulfillment prior to or at the Closing of each of the following conditions, any one or more conditions (unless waived in writing in the sole discretion of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.):
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Atari Inc), Asset Purchase Agreement (Pinnacle Holdings Inc)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under Article II of this Agreement are subject to the satisfaction at or prior to the Closing of each of the following conditionsconditions precedent on or before the Closing, any one or more of which may be unless waived by Purchaser, Purchaser in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Genesis Group Holdings Inc), Stock Purchase Agreement (Genesis Group Holdings Inc)
Conditions Precedent to Obligations of Purchaser. The Except to the extent expressly waived in writing by Purchaser, all obligations of Purchaser under this Agreement are subject to the satisfaction fulfillment, at or prior to before the Closing Closing, of each all of the following conditions, any one or more of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Mission West Properties/New/), Stock Purchase Agreement (Mission West Properties/New/)
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under to consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction satisfaction, at or prior to the Closing Closing, of each all of the following conditions, any one or more of which may be waived by Purchaser, Purchaser in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.writing:
Appears in 2 contracts
Samples: Purchase Agreement (Coach Inc), Purchase Agreement (Progress Software Corp /Ma)
Conditions Precedent to Obligations of Purchaser. The obligations of the Purchaser under this Agreement are subject to the satisfaction at or prior to the Closing of each of the following conditions, any one or more all of which may be waived in writing by the Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 2 contracts
Samples: Agreement for the Bulk Purchase and Sale of Mortgage Servicing Rights (First Savings Financial Group, Inc.), Agreement for the Bulk Purchase and Sale of Mortgage Servicing Rights (HomeStreet, Inc.)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to perform this Agreement are subject to the satisfaction at or prior to the Closing of each of the following conditions, any one or more each of which may be waived in writing by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 2 contracts
Samples: Stock Purchase and Sale Agreement (Plastic Surgery Co), Purchase and Sale Agreement (Plastic Surgery Co)
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under to consummate the transactions provided for in this Agreement are is subject to the satisfaction fulfillment, at or prior to before the Closing of each Closing, of the following conditions, any one or more of which may be waived in writing by Purchaser, Purchaser in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Caseys General Stores Inc), Asset Purchase Agreement (Caseys General Stores Inc)
Conditions Precedent to Obligations of Purchaser. The Purchaser's obligations of Purchaser under this Agreement hereunder are subject to contingent upon the satisfaction at or prior to the Closing of each fulfillment of the following conditions, any one conditions or more waiver of which may be waived same by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 2 contracts
Samples: Sale of Franchise Interest Agreement (Arrowhead Holdings Corp), Sale of Franchise Interest Agreement (Bhit Inc)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to effect the transaction contemplated by this Agreement are subject to the satisfaction satisfaction, at or prior to the Closing Closing, of each of the following conditions, conditions (any one or more of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law whole or in equity, if Seller shall be in default of any of its obligations under this Agreement.part):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Politics Com Inc), Asset Purchase Agreement (Netivation Com Inc)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to consummate the transactions contemplated by this Agreement are subject to the satisfaction satisfaction, at or prior to before the Closing Closing, of each of the following conditions, any one or more of which may be except to the extent waived by PurchaserPurchaser in writing, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if and Seller shall use his best efforts to cause such conditions to be in default of any of its obligations under this Agreement.fulfilled:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to consummate the transactions contemplated by this Agreement are subject to the satisfaction (or waiver by Purchaser), at or prior to the Closing Closing, of each of the following conditions, any one or more of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Samples: Share Purchase Agreement (CaesarStone Sdot-Yam Ltd.)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to cause the transactions contemplated by this Agreement to be consummated are subject to the satisfaction (or waiver by Purchaser), at or prior to the Closing Closing, of each of the following conditions, any one or more of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.: 7.1
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement are subject to the satisfaction at or prior to the Closing of each of the following conditions, any one or more of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Samples: Servicing Rights Purchase and Sale Agreement (PHH Corp)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to consummate the transactions contemplated by this Agreement are subject to the satisfaction satisfaction, at or prior to before the Closing Closing, of each of the following conditions, any one or more of which may be except to the extent waived by PurchaserPurchaser in writing, in its sole discretion; provided, however, that no and Sellers shall use their best efforts to cause such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall conditions to be in default of any of its obligations under this Agreement.fulfilled:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement are subject to the satisfaction at or prior to the Closing of each of the following conditionsconditions on the date or dates specified in the applicable section of this Article VII, any one or more all of which may be waived in writing by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement are subject to the satisfaction fulfillment, at or prior to the Closing Closing, of each of the following conditions, and failure to satisfy any one or more such condition, shall, without any liability whatsoever to Purchaser, excuse and discharge all obligations of which may be waived Purchaser to carry out the provisions of this Agreement, unless such failure is agreed to in writing by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Samples: Stock Purchase Agreement (Point 360)
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under to consummate the transactions contemplated by this Agreement are subject to the satisfaction at or fulfillment prior to or at the Closing of each of the following conditions, any one or more conditions (unless waived in writing in the sole discretion of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.):
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to complete the transactions contemplated by this Agreement are subject to the satisfaction at or fulfillment prior to the or at Closing of each of the following conditions, conditions (any one or more of which may may, at its option, be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.):
Appears in 1 contract
Samples: Stock Purchase Agreement (Integrated Systems Consulting Group Inc)
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under to consummate the transactions provided for in this Agreement are is subject to the satisfaction fulfillment, at or prior to before the Closing of each Closing, of the following conditions, any one or more of which may be waived in writing by Purchaser, Purchaser in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement are subject to the satisfaction at or prior to the Closing of each of the following conditions, any one or more of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.condition:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement on the Sale Date and the Transfer Date are subject to the satisfaction at or prior to the Closing of each of the following conditions, any one or more all of which may be waived in writing by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Samples: Bulk Servicing Rights Purchase and Sale Agreement (Ocwen Financial Corp)
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under to consummate the transactions contemplated by this Agreement are is subject to the satisfaction at or prior to the Closing of each of the following conditions, any one or more of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to consummate the transactions contemplated by this Agreement are subject to the satisfaction satisfaction, at or prior to the Closing Closing, of each of the following conditionsconditions which the Company, the Sellers and Yoav hereby undertake to fulfill any one or more all of which may be waived in writing by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under to consummate the transactions contemplated by this Agreement are shall be subject only to the satisfaction satisfaction, at or prior to the Closing Closing, of each all of the following conditions, any one or more of which may be waived by Purchaser, Purchaser in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.writing:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement to consummate the transactions contemplated hereby are subject to the satisfaction satisfaction, at or prior to the Closing Closing, of each all of the following conditions, any one or more of which may be waived by Purchaser, at the option of Purchaser (in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.):
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to consummate the transactions contemplated in this Agreement are subject to the satisfaction and fulfillment at or prior to before the Closing of each of the following conditions, any one or more of which may be unless waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement are subject to the satisfaction fulfillment, at or prior to the Closing Closing, of each of the following conditions, and failure to satisfy any one or more such condition shall excuse and discharge all obligations of which may be waived Purchaser to carry out the provisions of this Agreement, unless such failure is agreed to in writing by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement are subject to the satisfaction fulfillment, at or prior to before the Closing Closing, of each of the following conditions, conditions (all or any one or more of which may be waived in whole or in part by Purchaser, Purchaser in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.):
Appears in 1 contract
Samples: Asset Purchase Agreement (International Rectifier Corp /De/)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to consummate the transactions contemplated by this Agreement are subject to the satisfaction satisfaction, or waiver in writing by Purchaser, at or prior to before the Closing Closing, of each of the following conditions, any one or more of which may be waived by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to consummate the transactions contemplated by this Agreement are subject to the satisfaction satisfaction, at or prior to before the Closing Closing, of each of all the following conditions, any one or more of which may be unless waived in writing by Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction at satisfaction, on or prior to before the Closing Effective Time, of each of the following conditions, any one or more of which may be waived by Purchaserwaived, in its sole discretion; providedwhole or in part, however, that no such waiver of a condition shall constitute a waiver by Purchaser for purposes of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.consummating such transactions:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under to consummate the transactions contemplated by this Agreement are subject to the satisfaction satisfaction, at or prior to the Closing Closing, of each of the following conditions, conditions (any one or more of which may be waived by the Purchaser, in its sole discretion; provided, however, that no such waiver of a condition shall constitute a waiver by Purchaser of any of its other rights or remedies, at law or in equity, if Seller shall be in default of any of its obligations under this Agreement.):
Appears in 1 contract