CONDITIONS PRECEDENT TO PARENT’S AND MERGER SUB’S OBLIGATIONS Sample Clauses

CONDITIONS PRECEDENT TO PARENT’S AND MERGER SUB’S OBLIGATIONS. The obligation of each of Parent and Merger Sub to effect the Merger and the other transactions contemplated by this Agreement are subject to the satisfaction or waiver by Parent on or before the Closing Date of the following conditions precedent (which shall not be construed as covenants):
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CONDITIONS PRECEDENT TO PARENT’S AND MERGER SUB’S OBLIGATIONS. Each and every obligation of Parent and Merger Sub to be performed on the Closing Date shall be subject to the satisfaction prior to or at the Closing of each of the following conditions:
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CONDITIONS PRECEDENT TO PARENT’S AND MERGER SUB’S OBLIGATIONS. Notwithstanding the provisions of Article 2, Parent and Merger Sub shall be obligated to perform the acts contemplated for performance by them under Article 2 only if each of the following conditions is satisfied at or prior to the Closing Date, unless any such condition is waived in writing by Parent and Merger Sub:
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CONDITIONS PRECEDENT TO PARENT’S AND MERGER SUB’S OBLIGATIONS. The obligations of Parent and Merger Sub to consummate the Transactions contemplated hereby are subject to the fulfillment of each of the following additional conditions, any one or more of which may be waived in writing by Parent in its sole discretion:
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CONDITIONS PRECEDENT TO PARENT’S AND MERGER SUB’S OBLIGATIONS. Parent and Merger Sub shall not be required to proceed on the Closing Date with the transactions contemplated by this Agreement unless the following conditions precedent shall have been fulfilled and satisfied, or shall have been waived in writing by Parent or Merger Sub:
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CONDITIONS PRECEDENT TO PARENT’S AND MERGER SUB’S OBLIGATIONS. 43 6.1 Representations and Warranties True on the Closing Date 43 6.2 Compliance With Agreement 43 6.3 Absence of Litigation 43 6.4 Consents 43 6.5 HSR Act Waiting Period 44 6.6 No Material Adverse Change 44 6.7 Merger Filings 44 6.8 Dissenting Shares 44 6.9 Documents to be Delivered by the Company 44 6.10 Resignation of Officers and Directors 45 6.11 Affiliate Transactions 45 6.12 Non-Competition Agreements 45 6.13 Leased Real Property 45 6.14 Lien Releases and Termination of Financing 45
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Related to CONDITIONS PRECEDENT TO PARENT’S AND MERGER SUB’S OBLIGATIONS

  • CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:

  • CONDITIONS PRECEDENT TO BUYER'S OBLIGATIONS The obligations of Buyer to effect the Closing of the transactions contemplated hereby are subject to the fulfillment, prior to or at the Closing, of each of the following conditions, any of which may be waived in writing by Buyer:

  • CONDITIONS PRECEDENT TO THE SELLER'S OBLIGATIONS The obligations of the Seller under this Agreement are subject to the following conditions (any of which may be waived in writing in whole or in part by the Seller):

  • CONDITIONS PRECEDENT TO MERGER 5.01 Conditions Precedent to Obligations of Parent, Sub and the Company. The respective obligations of Parent and Sub, on the one hand, and the Company, on the other hand, to effect the Merger are subject to the satisfaction or waiver (subject to applicable law) at or prior to the Effective Time of each of the following conditions:

  • Conditions Precedent to Seller’s Obligations The obligations of Seller to effect the Closing of the transactions contemplated hereby are subject to the fulfillment, prior to or at the Closing, of each of the following conditions, any of which may be waived in writing by Seller:

  • Conditions to Obligations of Parent and Merger Sub to Effect the Merger The obligations of Parent and Merger Sub to effect the Merger are further subject to the satisfaction (or waiver, if permissible under applicable Law) on or prior to the Closing Date of the following conditions:

  • Conditions Precedent to the Buyer’s Obligations The obligation of the Buyer to purchase and pay for the Transferred Assets is subject to the satisfaction (or waiver by the Buyer) as of the Closing of the following conditions:

  • Conditions to Obligations of Parent and Merger Sub The obligations of Parent and Merger Sub to effect the Merger are also subject to the satisfaction or waiver by Parent at or prior to the Effective Time of the following conditions:

  • Conditions to the Obligations of Parent and Merger Sub The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional conditions:

  • CONDITIONS PRECEDENT TO OBLIGATIONS OF THE BUYER The obligations of the Buyer under this Agreement shall be subject to the satisfaction, at or prior to the Closing Date, of all of the following conditions, any one or more of which may be waived by the Buyer:

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