Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to or at the Closing Date, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;
Appears in 11 contracts
Samples: Sale of Assets Agreement (Golden Phoenix Minerals Inc /Mn/), Asset Purchase Agreement (Sars Corp.), Sale of Assets Agreement (Global Aircraft Solutions, Inc.)
Conditions Precedent to Obligations of the Seller. The All obligations of the Seller to consummate the transactions contemplated by under this Agreement are subject to the fulfillment, prior to or at the Closing DateClosing, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;:
Appears in 5 contracts
Samples: Capital Stock Exchange Agreement (Universal Broadband Communications Inc), Stock Sale and Purchase Agreement (Motorsports Emporium, Inc.), Capital Stock Exchange Agreement (Universal Broadband Communications Inc)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement are subject to the fulfillment, prior to satisfaction or at waiver by the Seller of the following conditions precedent on or before the Closing Date, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;:
Appears in 5 contracts
Samples: Stock Purchase Agreement (Imprimis Pharmaceuticals, Inc.), Stock Purchase Agreement (DigitalTown, Inc.), Stock Purchase Agreement (Dutch Gold Resources Inc)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to or at the Closing Date, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;:
Appears in 5 contracts
Samples: Sale of Assets Agreement (G2 Ventures Inc), Sale of Assets Agreement (G2 Ventures Inc), Sale of Assets Agreement (G2 Ventures Inc)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to satisfaction (or at waiver by the Seller in writing) of the following conditions as of the Closing Date, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;:
Appears in 4 contracts
Samples: Asset Purchase Agreement, Note Purchase Agreement (Caesars Acquisition Co), Membership Interest Purchase Agreement (Tredegar Corp)
Conditions Precedent to Obligations of the Seller. The All of the agreements and obligations of the Seller to consummate the transactions contemplated by under this Agreement are subject to the fulfillment, on or prior to or at the Closing Date, of each of the following conditionsconditions precedent, any one or a portion all of which may be waived waived, in whole or in part, in writing by the Seller;:
Appears in 4 contracts
Samples: Merger Agreement (Citizens Community Bancorp Inc.), Merger Agreement (Citizens Community Bancorp Inc.), Stock Purchase Agreement (Mackinac Financial Corp /Mi/)
Conditions Precedent to Obligations of the Seller. The obligations obligation of the Seller to consummate effect the transactions contemplated by this Agreement are shall be subject to the fulfillmentsatisfaction, at or prior to or at the Closing Date, of each all of the following conditions, any one or a portion more of which may be waived in writing by the Seller;:
Appears in 3 contracts
Samples: Share Purchase Agreement (Gallagher Arthur J & Co), Stock Purchase Agreement (Domtar CORP), Acquisition Agreement (U.S. Silica Holdings, Inc.)
Conditions Precedent to Obligations of the Seller. The obligations Notwithstanding any provision of this Agreement to the contrary, the obligation of Seller to consummate the transactions contemplated by provided for in this Agreement are is subject to the fulfillmentsatisfaction, prior to at or at before the Closing DateClosing, of each of the following conditions, any one or a portion more of which may be waived in writing by the Seller;Seller in its sole discretion:
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement, Asset Purchase Agreement
Conditions Precedent to Obligations of the Seller. The obligations of the Seller under this Agreement to consummate the transactions contemplated by this Agreement hereunder are subject to the fulfillment, satisfaction at or prior to or at the Closing Date, of each of the following conditions, any one or a portion more of which may be waived waived, in writing whole or in part, by the Seller;:
Appears in 2 contracts
Samples: Stock Purchase Agreement (HLTH Corp), Stock Purchase Agreement (Emdeon Corp)
Conditions Precedent to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by set forth in this Agreement are is subject to the fulfillment, fulfillment at or prior to or at the Closing Date, Date of each of the following conditions, any one or a portion of which may be waived in writing whole or in part by the Seller;Seller to the extent permitted by applicable law:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Pairgain Technologies Inc /Ca/), Asset Purchase Agreement (Globespan Inc/De)
Conditions Precedent to Obligations of the Seller. The Each and all of the obligations of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillment, fulfillment prior to or at the Closing Date, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;conditions set forth below:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Wisconsin Power & Light Co), Purchase and Sale Agreement (Consolidated Papers Inc)
Conditions Precedent to Obligations of the Seller. The All of the obligations of the Seller to consummate the transactions contemplated by this Agreement hereby are subject to the fulfillment, satisfaction (or the waiver in writing by the Seller) on or prior to or at the Closing Date, Date of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Aqua America Inc), Stock Purchase Agreement (Connecticut Water Service Inc / Ct)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions transaction contemplated by this Agreement are shall be subject to the fulfillmentfulfillment or written waiver, at or prior to or at the Closing DateClosing, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;conditions precedent:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Stonington Partners Inc Ii), Stock Purchase Agreement (Stonington Partners Inc Ii)
Conditions Precedent to Obligations of the Seller. The obligations obligation of the Seller to consummate effect the transactions contemplated by this Agreement are Transactions shall be subject to the fulfillmentsatisfaction (or waiver by the Seller), at or prior to or at the Closing Date, of each all of the following conditions, any one or a portion of which may be waived in writing by the Seller;:
Appears in 2 contracts
Samples: Share Purchase Agreement (Northann Corp.), Share Purchase Agreement (Northann Corp.)
Conditions Precedent to Obligations of the Seller. The obligations obligation of the Seller Sellers to consummate the transactions contemplated by this Agreement are shall be subject to the fulfillmentsatisfaction, on or prior to or at the Closing Date, of each of the following conditionsconditions precedent, any one or a portion of which may be waived in writing whole or in part by the Seller;Sellers by written notice to the Buyers:
Appears in 2 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (Mallinckrodt PLC)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate effect the transactions contemplated by this Agreement are and the other Transaction Agreements shall be subject to the fulfillmentsatisfaction (or waiver by the Seller), at or prior to or at the Closing Date, of each all of the following conditions, any one or a portion of which may be waived in writing by the Seller;.
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations obligation of the Seller to consummate effect the transactions contemplated by this Agreement are subject shall be subject, at its option, to the fulfillment, fulfillment prior to or at the Closing Date, of each Date of the following conditions, any one or a portion additional conditions each of which may can be waived in writing by the Seller;:
Appears in 1 contract
Samples: Asset Purchase Agreement (Cross Continent Auto Retailers Inc M&l)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to at or at before the Closing DateClosing, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;Seller in writing, and the Purchaser shall use its best efforts to cause such conditions to be fulfilled:
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by sale under this Agreement are is subject to the fulfillment, prior to or at the Closing DateClosing, of each of the following conditions, conditions (any one or a portion all of which may be waived in writing by the Seller;):
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to or at on the Closing Date, of each of the following conditions, conditions (any one or a portion all of which may be waived in writing by the Seller;Seller in whole or in part in his sole discretion):
Appears in 1 contract
Samples: Stock Purchase Agreement (Apollo Medical Holdings, Inc.)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement are subject to the fulfillment, satisfaction at or prior to or at the Closing Date, Date of each of the following conditions, conditions (any one or a portion of which may be waived in writing by the Seller;, in whole or in part): .
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement are hereby is subject to the fulfillment, satisfaction at or prior to or at the Closing Date, of each of the following conditionsconditions (unless any such condition is expressly waived, any one in whole or a portion of which may be waived in writing part, by the Seller;Seller in writing):
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to sell and deliver the Purchased Securities pursuant to Articles 2 and 3 hereof and to consummate the transactions contemplated by this Agreement are hereby shall be subject to the fulfillment, or waiver by the Seller, on or prior to or at the Closing Date, of each all of the following conditions, any one or a portion of which may be waived in writing by the Seller;conditions set forth below:
Appears in 1 contract
Samples: Securities Purchase Agreement (AgFeed Animal Nutrition Holdings, Inc.)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller under this Agreement to consummate the transactions contemplated by this Agreement are hereby shall be subject to the fulfillmentsatisfaction, prior to or at as of the Closing DateClosing, of each of all the following conditions, any one or a portion more of which may be waived in writing by at the option of the Seller;:
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The Except as may be waived in writing by the Seller, the obligations of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to or at the Closing on the Closing Date, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;:
Appears in 1 contract
Samples: Purchase and Sale of Assets (La Jolla Fresh Squeezed Coffee Co Inc)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement are is subject to the fulfillment, prior to or at on the Closing Date, of each of the following conditions, conditions (any one or a portion all of which may be waived in writing by the Seller;Seller in whole or in part in their sole discretion):
Appears in 1 contract
Samples: Stock Purchase Agreement (Apollo Medical Holdings, Inc.)
Conditions Precedent to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement are hereby is subject to the fulfillment, at or prior to or at the Closing DateClosing, of each of the following conditions, any one or a portion of conditions (which may be waived in writing by the Seller;Seller in its sole discretion in whole or in part):
Appears in 1 contract
Samples: Stock Purchase Agreement (James River Group Holdings, Ltd.)
Conditions Precedent to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement are shall be subject to the fulfillmentsatisfaction, prior to on or at before the Closing DateDate hereunder, of each of the following conditions, all or any one or a portion of which may be waived waived, in writing whole or in part, by the Seller;:
Appears in 1 contract
Samples: Stock Purchase Agreement (Poser Business Forms Inc)
Conditions Precedent to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to or at the Closing Date, fulfillment of each of the following conditions, any one or a portion all of which may be waived in writing whole or in part by the Seller;Seller in its sole discretion:
Appears in 1 contract
Samples: Asset Purchase Agreement (Phillips Van Heusen Corp /De/)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller under this Agreement to consummate the transactions contemplated by this Agreement are hereby will be subject to the fulfillmentsatisfaction, at or prior to or at the Closing DateClosing, of each of all the following conditions, any one or a portion more of which may be waived in writing by at the option of the Seller;:
Appears in 1 contract
Samples: Interest and Stock Purchase Agreement (Healthtronics, Inc.)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement are subject to the fulfillment, prior to fulfillment or at satisfaction on or before the Closing Date, of each of the following conditions, conditions (any one or a portion more of which may be waived in writing by the Seller;Shareholders on behalf of the Seller by a signed written notice of such waiver to other parties hereto):
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement hereby are subject to the fulfillment, prior satisfaction or waiver (to the extent permitted by applicable Law) by the Seller of the following conditions precedent on or at before the Closing Date: September 9, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;2004 (Wire)
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (Gerdau Ameristeel Corp)
Conditions Precedent to Obligations of the Seller. The obligations Notwithstanding any other provision of this Agreement, the obligation of the Seller to consummate the transactions contemplated by this Agreement are hereby shall be subject to the fulfillment, prior to or at the Closing Datedate hereof, of each of the following conditionsconditions precedent, any one or a portion of which may be waived in writing by the Seller;.
Appears in 1 contract
Samples: Securities Purchase Agreement (Nouvelle Holding Guyomarch Sa)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Purchase Agreement are subject to the fulfillment, at or prior to or at the Closing DateClosing, of each of the following conditions, and failure to satisfy any one or a portion such condition shall excuse and discharge all obligations of which may be waived the Seller to carry out the provisions of this Agreement, unless such failure is agreed to in writing by the Seller;:
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (Classic Vacation Group Inc)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement the Seller Documents are subject to the fulfillment, prior to at or at before the Closing DateClosing, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;Seller in writing, and the Purchaser shall use commercially reasonable efforts to cause such conditions to be fulfilled:
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The All obligations of the Seller to consummate the transactions contemplated by under this Agreement are subject to the fulfillment, prior to or at the Closing DateClosing, of each of the following conditions, any one or a portion all of which may be waived in writing whole or in part by the Seller;:
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations of the Seller under this Agreement to consummate the transactions contemplated by this Agreement are hereby will be subject to the fulfillmentsatisfaction, prior to or at as of the Closing DateClosing, of each of all the following conditions, any one or a portion more of which may be waived in writing by the Seller;:
Appears in 1 contract
Samples: Stock Purchase Agreement (Steel Partners Holdings L.P.)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller under this Agreement to consummate the transactions contemplated by this Agreement are hereby will be subject to the fulfillmentsatisfaction, at or prior to or at the Closing DateClosing, of each of all the following conditions, any one or a portion more of which may be waived in whole or in part in writing by in the sole discretion of the Seller;:
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement are sale of the Purchased Assets to Buyer shall be subject to the fulfillment, or the waiver by the Seller, at or prior to or at the Closing DateClosing, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;conditions precedent:
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillmentsatisfaction or waiver in writing by Seller, prior to at or at before the Closing DateClosing, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;:
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations of the Seller under this Agreement to consummate the transactions contemplated by this Agreement hereunder are subject to the fulfillment, satisfaction at or prior to or at the Closing Date, of each of the following additional conditions, any one or a portion more of which may be waived waived, in writing whole or in part, by the Seller;:
Appears in 1 contract
Samples: Stock Purchase Agreement (HLTH Corp)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement are shall be subject to the fulfillment, prior to or at the Closing Date, of each of the following conditions, conditions any one or a portion of which may be waived in writing by the Seller;:
Appears in 1 contract
Samples: Asset Purchase Agreement (Brazos Sportswear Inc /De/)
Conditions Precedent to Obligations of the Seller. The ------------------------------------------------- obligations of the Seller to consummate the transactions contemplated by this Agreement are shall be subject to the fulfillment, or the waiver by the Seller, on or prior to or at the Closing Date, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;:
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The All obligations of the Seller to consummate the transactions contemplated by under this Agreement are subject to the fulfillment, prior to or at on the Closing DateDate (unless otherwise stated herein), of each of the following conditions, any one or a portion all of which may be waived in writing by the Seller;:
Appears in 1 contract
Samples: Purchase Agreement (Telmed Inc)
Conditions Precedent to Obligations of the Seller. The obligations of the Seller under this Agreement to consummate the transactions contemplated hereby and by this Agreement are the Other Agreements will be subject to the fulfillmentsatisfaction, prior to or at as of the Closing DateClosing, of each of all the following conditions, any one or a portion more of which may be waived in writing by at the option of the Seller;:
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The ----------- ------------------------------------------------------- obligations of the Seller to consummate the transactions contemplated by this Agreement are subject to the fulfillment, prior to or at the Closing Date, of each of the following conditions, any one or a portion of which may be waived in writing by the Seller;
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations of the Seller under this Agreement to consummate the transactions contemplated by this Agreement are on the Closing Date shall be subject to the fulfillmentsatisfaction, at or prior to or at the Closing Date, of each all of the following conditions, any one or a portion more of which may be waived in writing by the Seller;:
Appears in 1 contract
Conditions Precedent to Obligations of the Seller. The obligations of the Seller to sell and deliver the Purchased Shares pursuant to Articles 2 and 3 hereof and to consummate the transactions contemplated by this Agreement are hereby shall be subject to the fulfillment, or waiver by the Seller, on or prior to or at the Closing Date, of each all of the following conditions, any one or a portion of which may be waived in writing by the Seller;conditions set forth below:
Appears in 1 contract
