Common use of CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE Clause in Contracts

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 80 contracts

Samples: Stock Purchase Agreement (Standex International Corp/De/), Stock Purchase Agreement (Commercial National Financial Corp /Pa), Stock Purchase Agreement (Crocs, Inc.)

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CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 59 contracts

Samples: Share Purchase Agreement (Transatlantic Petroleum Ltd.), Stock Purchase Agreement (Network Cn Inc), Stock Purchase Agreement (Regal Entertainment Group)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, Seller in whole or in part):

Appears in 29 contracts

Samples: Acquisition Agreement (Zaldiva Inc), Asset Purchase Agreement (Winnebago Industries Inc), Asset Purchase Agreement (Aberdeen Idaho Mining Co)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 22 contracts

Samples: Stock Purchase Agreement (BIMI International Medical Inc.), Stock Purchase Agreement (BOQI International Medical, Inc.), Stock Purchase Agreement (IMAC Holdings, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, Seller in whole or in part):

Appears in 19 contracts

Samples: Asset Purchase Agreement (Intercloud Systems, Inc.), Asset Purchase Agreement (Tree.com, Inc.), Asset Purchase Agreement (Market Leader, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 17 contracts

Samples: Stock Purchase Agreement (BIMI International Medical Inc.), Stock Purchase Agreement (BIMI International Medical Inc.), Stock Purchase Agreement (BOQI International Medical, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 9 contracts

Samples: Asset Purchase Agreement (GlobalOptions Group, Inc.), Asset Purchase Agreement (GlobalOptions Group, Inc.), Asset Purchase Agreement (Svi Holdings Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at on or prior to before the ClosingClosing Date, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 9 contracts

Samples: Purchase Agreement (Med-Cannabis Pharma, Inc.), Purchase Agreement (SW China Imports, Inc.), Purchase Agreement (Specialty Contractors, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 8 contracts

Samples: Purchase and Sale Agreement (Energy Xxi (Bermuda) LTD), Purchase and Sale Agreement (Energy Xxi (Bermuda) LTD), Purchase and Sale Agreement (Pogo Producing Co)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Purchased Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, Seller in whole or in part):

Appears in 7 contracts

Samples: Utility Asset Purchase Agreement, Utility Asset Purchase Agreement, Asset Purchase Agreement (Luna Innovations Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell and transfer the Shares Specified Assets to Purchaser and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part, in writing):

Appears in 6 contracts

Samples: Asset Purchase Agreement (Gilead Sciences Inc), Asset Purchase Agreement (EnterConnect Inc), Asset Purchase Agreement (EnterConnect Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation The obligations of Seller to sell sell, transfer, convey and deliver the Shares Assets and to take the other actions required to be taken by Sellers at proceed with the Closing is are subject to the satisfaction, satisfaction (or waiver in writing by Seller) at or prior to the Closing, Closing of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 5 contracts

Samples: Asset Sale and Purchase Agreement (Martek Biosciences Corp), Asset Purchase Agreement (STC Broadcasting Inc), Asset Purchase Agreement (Sinclair Broadcast Group Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The obligation of Seller to sell consummate the Shares and to take the other actions required to be taken by Sellers at the Closing transactions herein contemplated is subject to the satisfaction, satisfaction at or prior to before the Closing, of each Closing of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 5 contracts

Samples: Asset Purchase Agreement (RenPac Holdings Inc.), Stock Purchase Agreement (RenPac Holdings Inc.), Stock Purchase Agreement (RenPac Holdings Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell consummate the Shares and to take the other actions required to transactions contemplated by this Agreement shall be taken by Sellers at the Closing is subject to the satisfactionfulfillment, at or prior to the Closing, of each of the following conditions precedent (any or all of which may be waived by Sellersin writing, in whole or in part, by Seller):

Appears in 5 contracts

Samples: Asset Purchase Agreement (Pacel Corp), Asset Purchase Agreement (Outsource International Inc), Asset Purchase Agreement (Outsource International Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. The Sellers' obligation to sell the Shares Stock in exchange for the Consideration and to take the other actions required to be taken by the Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by the Sellers, in whole or in part):

Appears in 4 contracts

Samples: Stock Purchase Agreement (Corporate Staffing Resources Inc), Stock Purchase Agreement (Corporate Staffing Resources Inc), Stock Purchase Agreement (Corporate Staffing Resources Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares Assets and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, Sellers in whole or in part):

Appears in 4 contracts

Samples: Asset Purchase Agreement (Schawk Inc), Asset Purchase Agreement, Asset Purchase Agreement (TRM Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Purchased Assets and Seller's obligations to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 4 contracts

Samples: Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Outdoor Systems Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell consummate the Shares Contemplated Transactions and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 4 contracts

Samples: Purchase and Sale Agreement (Platinum Entertainment Inc), Asset Purchase Agreement (Platinum Entertainment Inc), Purchase and Sale Agreement (K Tel International Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares and to take the other actions required to be taken by Sellers The obligations of Seller hereunder are, at the Closing is its option, subject to the satisfaction, at or prior to the ClosingClosing Date, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 4 contracts

Samples: Asset Purchase Agreement (Salem Communications Corp /De/), Asset Purchase Agreement (F2 Broadcast Network Inc), Asset Purchase Agreement (Acme Intermediate Holdings LLC)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation The obligations of Seller under this Agreement with respect to sell the Shares and to take sale of the other actions required to Assets shall be taken by Sellers at the Closing is subject to the satisfaction, at fulfillment on or prior to the Closing, Closing of each of the following conditions (conditions, any of which may be waived in writing by Sellers, in whole or in part):Seller:

Appears in 4 contracts

Samples: Asset Purchase Agreement (Dobson Communications Corp), Asset Purchase Agreement (Dobson Communications Corp), Asset Purchase Agreement (Dobson Communications Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The Seller's obligation to sell the Shares and to take the other actions required to be taken by Sellers the Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellersthe Seller, in whole or in part):

Appears in 4 contracts

Samples: Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Purchased Assets and Seller's obligation to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 4 contracts

Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc), Asset Purchase Agreement (Tri State Outdoor Media Group Inc), Asset Purchase Agreement (Tri State Outdoor Media Group Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is The obligations of Seller hereunder are subject to the satisfaction, at or prior to the ClosingClosing Date, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 4 contracts

Samples: Option Agreement (Legacy Communications Corp), Asset Purchase Agreement (Legacy Communications Corp), Option Agreement (Legacy Communications Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Interests and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 3 contracts

Samples: Interest Purchase Agreement (Scripps E W Co /De), Interest Purchase Agreement (Iconix Brand Group, Inc.), Equity Purchase Agreement (Polymedica Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The obligation of Seller to sell consummate the Shares Contemplated Transactions and to take the other actions required to be taken by Sellers them at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 3 contracts

Samples: Asset Purchase Agreement (mCig, Inc.), Asset Purchase Agreement (mCig, Inc.), Asset Purchase Agreement (Stony Hill Corp.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Company Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 3 contracts

Samples: Asset Purchase Agreement (Talton Invision Inc), Asset Purchase Agreement (Communications Central Inc), Asset Purchase Agreement (Ameritel Pay Phones Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Interests and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, satisfaction of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 3 contracts

Samples: Membership Interest Purchase Agreement (Global Technologies LTD), Membership Interest Purchase Agreement (Global Technologies LTD), Interest Purchase Agreement (Focus Venture Partners, Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell consummate the Shares transactions contemplated herein and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 3 contracts

Samples: Purchase Agreement, Asset Purchase Agreement (Multi Color Corp), Purchase and Sale Agreement (Atria Communities Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation The obligations of Seller to sell sell, transfer, convey, and deliver the Shares and to take the other actions required to be taken by Sellers at the Closing is Assets are subject to the satisfaction, at satisfaction of Seller on or prior to the ClosingClosing Date, unless waived, of each of the following conditions (any of which may be waived by Sellers, set forth in whole or in part):this Article 8. The conditions precedent to Seller’s obligation to close are as follows:

Appears in 3 contracts

Samples: Asset Purchase and Sale Agreement, Asset Purchase and Sale Agreement (Global Energy, Inc.), Asset Purchase and Sale Agreement (Global Energy, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation The obligations of Seller to sell sell, transfer, convey and deliver the Shares Acquired Assets and to take proceed with the other actions required to be taken by Sellers Closing are subject, at the Closing is subject option of Seller, to the satisfaction, satisfaction or waiver at or prior to the Closing, Closing of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 3 contracts

Samples: Asset Purchase and Sale Agreement (Norfolk Southern Corp), Asset Purchase and Sale Agreement, Asset Purchase and Sale Agreement (Norfolk Southern Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation The obligations of Sellers to sell sell, transfer, convey and deliver the Shares Assets (other than the Excluded Assets) and to take the other actions required to be taken by Sellers at proceed with the Closing is are subject to the satisfaction, satisfaction (or waiver in writing by Sellers) at or prior to the Closing, Closing of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Radio Unica Corp), Asset Purchase Agreement (Radio Unica Corp), Asset Purchase Agreement (Oro Spanish Broadcasting Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The obligation of Seller to sell sell, transfer, convey and deliver the Shares Assets and to take the other actions required to be taken by Sellers at proceed with the Closing is are subject to the satisfaction, satisfaction (or waiver by Seller) at or prior to the Closing, Closing of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 3 contracts

Samples: Option Agreement (Osborn Communications Corp /De/), Asset Purchase Agreement (Imo Industries Inc), Asset Purchase Agreement (Allbritton Communications Co)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell and transfer the Shares Acquired Assets to Purchaser and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part, in writing):

Appears in 3 contracts

Samples: Asset Purchase Agreement (Dutch Gold Resources Inc), Asset Purchase Agreement (Aultra Gold Inc.), Asset Purchase Agreement (Dutch Gold Resources Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The obligation of Seller to sell consummate the Shares and to take the other actions required to Acquisition shall be taken by Sellers at the Closing is subject to the satisfaction, satisfaction at or prior to the Closing, of each Closing of the following conditions (conditions, any or all of which may be waived only by SellersSeller, in whole or in part):, to the extent permitted by applicable Legal Requirements:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Steinway Musical Instruments Inc), Asset Purchase Agreement (Guitar Center Inc), Asset Purchase Agreement (Guitar Center Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation The obligations of Seller to sell the Shares and to take the other actions required to be taken by Sellers at proceed with the Closing is are subject to the satisfaction, satisfaction (or waiver by Seller) at or prior to the Closing, Closing of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 3 contracts

Samples: Transfer and Assignment Agreement (DSW Inc.), Transfer and Assignment Agreement (DSW Inc.), Transfer and Assignment Agreement (Retail Ventures Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived in writing on behalf of all Sellers by Sellers’ Representatives, in whole or in part):

Appears in 3 contracts

Samples: Stock Purchase Agreement (NewGen Technologies, Inc), Stock Purchase Agreement (Titan Global Holdings, Inc.), Stock Purchase Agreement (Titan Global Holdings, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell consummate the Shares and to take the other actions required to be taken by Sellers at the Closing Contemplated Transactions is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, Seller in whole or in part):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Forbes Medi-Tech Inc.), Asset Purchase Agreement (Forbes Medi-Tech Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Purchased Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 2 contracts

Samples: Asset Purchase Agreement (STERLING CONSOLIDATED Corp), Asset Purchase Agreement (Finish Line Inc /In/)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The obligation of Seller to sell consummate the Shares and to take the other actions required transactions to be taken performed by Sellers at it in connection with the Closing is subject to the satisfaction, at satisfaction or prior to the Closing, of each waiver by Seller of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (WHX Corp), Stock Purchase Agreement (Worthington Industries Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The Seller’s obligation to sell the Transferred Shares and to take the other actions required to be taken by Sellers the Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellersthe Seller, in whole or in part):

Appears in 2 contracts

Samples: Stock Purchase Agreement (Homeland Security Network, Inc.), Stock Purchase Agreement (Homeland Security Network, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares Assets and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at on or prior to before the ClosingClosing Date, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Pentacon Inc), Asset Purchase Agreement (Anixter International Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, Seller in whole or in part):): Asset Purchase Agreement 10/06/03 TRSG and Asmara

Appears in 2 contracts

Samples: Asset Purchase Agreement (Resourcing Solutions Group Inc), Asset Purchase Agreement (Resourcing Solutions Group Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Ownership Interest and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 2 contracts

Samples: LLC Ownership Interest Purchase Agreement (Vystar Corp), LLC Ownership Interest Purchase Agreement (Vystar Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares Stock and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 2 contracts

Samples: Stock Purchase Agreement (Astec Industries Inc), Stock Purchase Agreement (Astec Industries Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Purchased Assets and enter into the Transactional Agreements that are between the Parties, and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (GTX Inc /De/)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Each Seller's obligation to sell consummate the Shares transactions contemplated herein and to take the other actions required to be taken by Sellers such Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be jointly waived by Sellers, in whole or in part):

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Atria Communities Inc), Purchase and Sale Agreement (Atria Communities Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Acquired Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, Seller in whole or in part):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Barry R G Corp /Oh/), Asset Purchase Agreement (Barry R G Corp /Oh/)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. The Sellers' obligation to sell the Shares and Sellers’ obligations to take the other actions required to be taken by Sellers them at the Closing is are subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 2 contracts

Samples: Stock Purchase Agreement (Marquee Holdings Inc.), Stock Purchase Agreement (Amc Entertainment Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. The Sellers' obligation to sell the Shares Purchased Assets and to take the other actions required to be taken by Sellers them at the Closing is subject to the satisfaction, at on or prior to before the ClosingClosing Date, of each of the following conditions (any of which may be waived by Sellersthe Seller Agent, in whole or in part):

Appears in 2 contracts

Samples: Asset Purchase Agreement (MHI Hospitality CORP), Asset Purchase Agreement (MHI Hospitality CORP)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The Seller’ obligation to sell the Transferred Shares and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellersthe Seller, in whole or in part):

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Greenhold Group Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Purchased Note at the Closing for the Cash Consideration and to take the other actions required to be taken by Sellers at the Closing Seller is subject to the satisfaction, at or prior to the Closingwaiver, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 2 contracts

Samples: Senior Exchangeable Convertible Note Purchase Agreement (CDC Corp), Senior Exchangeable Convertible Note Purchase Agreement (CDC Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell transfer the Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 2 contracts

Samples: Stock Acquisition Agreement (Talton Invision Inc), Stock Acquisition Agreement (Talton Invision Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Property and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part, in Seller’s discretion):

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Alexander & Baldwin, Inc.), Purchase and Sale Agreement (Alexander & Baldwin, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):).

Appears in 2 contracts

Samples: Stock Purchase Agreement (Tel Instrument Electronics Corp), Stock Purchase Agreement (Masada Security Holdings Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation The obligations of Seller to sell sell, transfer, convey and deliver the Shares Assets, and to take the other actions required to be taken by Sellers at proceed with the Closing is are subject to the satisfaction, satisfaction (or waiver by Seller) at or prior to the Closing, Closing of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Nn Ball & Roller Inc), Asset Purchase Agreement (Nn Ball & Roller Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. The Sellers' obligation to sell the Shares Assets and to take the other actions required to be taken by Sellers them at the Closing is subject to the satisfaction, at on or prior to before the ClosingClosing Date, of each of the following conditions (any of which may be waived by Sellersany Seller), in whole or in part):

Appears in 2 contracts

Samples: Contribution Agreement (MHI Hospitality CORP), Contribution Agreement (MHI Hospitality CORP)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Company Shares and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived waived, in writing, by SellersSeller, in whole or in part):

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (SecureAlert, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Project Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, Seller in whole or in part):

Appears in 2 contracts

Samples: Development Asset Acquisition Agreement, Development Asset Acquisition Agreement

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Interest and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 2 contracts

Samples: Purchase Agreement (Nexstar Pharmaceuticals Inc), Purchase Agreement (Concap Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The Seller’s obligation to sell the Shares and to take the other actions required to be taken by Sellers the Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellersthe Seller, in whole or in part):

Appears in 2 contracts

Samples: Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation The obligations of Seller to sell the Shares Property and to take consummate the other actions required to be taken transactions contemplated by Sellers at the Closing is this Agreement are subject to the satisfaction, at or prior to or at the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions.

Appears in 2 contracts

Samples: Contract of Acquisition (Windrose Medical Properties Trust), Acquisition Agreement (Windrose Medical Properties Trust)

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CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares Stock and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 2 contracts

Samples: Stock Purchase Agreement (Astec Industries Inc), Stock Purchase Agreement (Insignia Financial Group Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell transfer the Company’s Shares in exchange for the Buyer’s Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 2 contracts

Samples: Stock Exchange Agreement (Serefex Corp), Stock Exchange Agreement (Serefex Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Sellers obligation to sell the Shares Securities and to take the other actions required to be taken by the Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by the Sellers, in whole or in part): (a) All representations and warranties of Buyer contained herein being true at the time of Closing; (b) Buyer shall have tendered the consideration as specified for Closing.

Appears in 2 contracts

Samples: Stock Purchase and Sale Agreement (Alpha Music MFG Corp.), Stock Purchase and Sale Agreement (Apollo Entertainment Group, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Delta Petroleum Corp/Co), Asset Purchase Agreement (Capco Energy Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The obligation to sell of the Shares and Sellers to take the other actions required to be taken by the Sellers at the Closing to consummate the transactions contemplated by this Agreement is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by the Sellers, in whole or in part):

Appears in 2 contracts

Samples: Purchase Agreement (Systems & Computer Technology Corp), Purchase Agreement (Indus International Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (By&c Management Inc), Asset Purchase Agreement (By&c Management Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation ‌ The obligations of Seller to sell sell, transfer, convey and deliver the Shares Acquired Assets and to take proceed with the other actions required to be taken by Sellers Closing are subject, at the Closing is subject option of Seller, to the satisfaction, satisfaction or waiver at or prior to the Closing, Closing of each of the following conditions (any of which may be waived by Sellers, in whole or in part):conditions:

Appears in 2 contracts

Samples: Asset Purchase and Sale Agreement, Asset Purchase and Sale Agreement

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares Purchased Assets and Sellers' obligations to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Outdoor Systems Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell consummate the Shares transactions contemplated herein and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Multi Color Corp), Asset Purchase Agreement (Multi Color Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. SellersSeller' obligation to sell exchange the Shares and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 1 contract

Samples: Stock Exchange Agreement (American Resources & Development Co)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Seller JV Interests and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 1 contract

Samples: Joint Venture Interest Purchase Agreement (Investment Technology Group Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The obligation to sell of the Shares and Seller to take the other actions required to be taken by Sellers the Seller at the Closing to complete the Contemplated Transactions is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellersthe Seller, in whole or in part):

Appears in 1 contract

Samples: Stock Purchase Agreement (Amalgamated Specialty Group Holdings, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares Assets and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, Sellers in whole or in part):

Appears in 1 contract

Samples: Asset Purchase Agreement

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The obligation to sell the Shares and of Sellers to take the other actions required to be taken by Sellers at the Closing to complete the Contemplated Transactions is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 1 contract

Samples: Asset Purchase Agreement (Healthcare Services Group Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the ClosingClosing or the Escrow Release Date, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):).

Appears in 1 contract

Samples: Stock Purchase Agreement (Genesis Solar Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The obligation of Sellers to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is are subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by the Sellers, in whole or in part):

Appears in 1 contract

Samples: Stock Purchase Agreement (Insignia Financial Group Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation obligations to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 1 contract

Samples: Stock Purchase Agreement (CSS Industries Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The obligation of the Seller Group Companies to sell the Shares Acquired Assets and to take the other actions required to be taken by Sellers the Seller Group Companies at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 1 contract

Samples: Asset Purchase Agreement (Schnitzer Steel Industries Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Purchased Assets and Seller's obligations to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):the

Appears in 1 contract

Samples: Asset Purchase Agreement (Outdoor Systems Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Purchase Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 1 contract

Samples: Stock Purchase Agreement (Advancepcs)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Membership Interests and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, Seller in whole or in part):

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Bob Evans Farms Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares and the Other Interests and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 1 contract

Samples: Stock Purchase Agreement (Styrochem International LTD)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Each of the Sellers' obligation to sell the Shares Purchased Assets and to take the other actions required to be taken by the Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived in writing by the Sellers, in whole or in part):

Appears in 1 contract

Samples: Asset Purchase Agreement (Volcano CORP)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The Seller’s obligation to sell the Shares and to take the other actions required to be taken by Sellers the Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, the Seller in whole or in part):

Appears in 1 contract

Samples: Share Purchase Agreement (GTJ REIT, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares Purchased Assets, and to take the other actions required to be taken by Sellers them at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 1 contract

Samples: Asset Purchase Agreement (Royster-Clark Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Seller Representative on behalf of the Sellers, in whole or in part):

Appears in 1 contract

Samples: Stock Purchase Agreement (Chanticleer Holdings, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares Acquired Assets, assign the Assumed Liabilities and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, Sellers in whole or in part):

Appears in 1 contract

Samples: Asset Purchase Agreement (Britesmile Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Limited Partnership Interest and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 1 contract

Samples: Purchase and Sale Agreement (American Community Properties Trust)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The Seller's obligation to sell the Shares and to take the other actions required to be taken by Sellers the Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellersthe Seller, in whole or in part, in accordance with Section 10.14):

Appears in 1 contract

Samples: Stock Purchase Agreement (Molecular Devices Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation The obligations of Seller to sell the Shares Property and to take consummate the other actions required to be taken transactions contemplated by Sellers at the Closing is this Agreement are subject to the satisfaction, at or prior to or at the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):precedent.

Appears in 1 contract

Samples: Acquisition Agreement (Windrose Medical Properties Trust)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation obligations to sell the Shares Control Securities and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to `the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part): (a) All representations and warranties of Buyer contained herein being true at the time of Closing; (b) Buyer shall have tendered the consideration as specified in Section 2.2 of this Agreement.

Appears in 1 contract

Samples: Stock Purchase and Sale Agreement (Compound Natural Foods Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller’s obligation to sell the Shares Assets and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived in writing by Sellers, Seller in whole or in part):

Appears in 1 contract

Samples: Agreement for the Sale and Purchase of the Gaithersburg Business (On Site Sourcing Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers' Representatives on behalf of Sellers, in whole or in part):

Appears in 1 contract

Samples: Stock Purchase Agreement (Quiksilver Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Purchased Assets and Seller's obligations to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller in writing, in whole or in part):

Appears in 1 contract

Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Seller's obligation to sell the Shares Interests and to take the other actions required to be taken by Sellers Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Gryphon Gold Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Shares and to take the other actions required to be taken by Sellers at the Closing is shall be subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Sellers, in whole or in part):

Appears in 1 contract

Samples: Stock Purchase Agreement (Execustay Corp)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' Each Seller’s obligation to sell the Shares and to take the other actions required to be taken by Sellers at consummate the Closing in respect of Transferred Property owned or operated by it is subject to the satisfaction, at or prior to the Closing, of each satisfaction of the following conditions (any of which may be on or before the Closing, unless waived by Sellers in writing prior to the Closing (“Sellers, in whole or in part’ Conditions Precedent”):

Appears in 1 contract

Samples: Purchase and Sale Agreement (Griffin-American Healthcare REIT IV, Inc.)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' obligation to sell the Parent Shares and Company Shares, as applicable, and to take the other actions required to be taken by Sellers at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived only by Sellers, Majority Owners in whole or in part):

Appears in 1 contract

Samples: Stock Purchase Agreement (Emrise CORP)

CONDITIONS PRECEDENT TO SELLER'S OBLIGATION TO CLOSE. Sellers' The obligation to sell the Shares and of Seller to take the other actions required to be taken by Sellers Seller at the Closing to complete the Contemplated Transactions is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by SellersSeller, in whole or in part):

Appears in 1 contract

Samples: Agreement and Plan of Merger (Eastern Insurance Holdings, Inc.)

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