CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase the Assets and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 6 contracts
Samples: Asset Purchase Agreement (Metaworks Platforms, Inc.), Asset Purchase Agreement, Asset Purchase Agreement (Innovaro, Inc.)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Assets and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 6 contracts
Samples: Asset Purchase Agreement (Intevac Inc), Asset Purchase Agreement (Aura Systems Inc), Asset Purchase Agreement (Emergent Information Technologies Inc)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase the Transferred Assets and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 5 contracts
Samples: Asset Purchase Agreement (Kranem Corp), Asset Purchase Agreement (Conexant Systems Inc), Asset Purchase Agreement (Caliper Life Sciences Inc)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation of the Purchaser to purchase the Business and the Assets and to take the other actions required to be taken by the Purchaser at the Closing is subject to the satisfaction, at or prior to before the Closing, of each the conditions set out below. The benefit of these conditions are for the benefit of the following conditions (any of which Purchaser only and may only be waived in a writing signed by the Purchaser, Purchaser at any time in whole or in part, in writing):its sole discretion.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Trestle Holdings Inc), Asset Purchase Agreement (Sunland Entertainment Co Inc), Asset Purchase Agreement (Med Diversified Inc)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase Notwithstanding any other provision herein, the Assets and to take the other actions required to be taken by obligations of the Purchaser to consummate the transactions contemplated hereunder are, at the Closing is option of the Purchaser, subject to the satisfaction, at or prior to the Closing, satisfaction of each of the following conditions (any of which may be waived by the Purchaser, in whole or in part, in writing):set forth below:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Mackie Designs Inc), Stock Purchase Agreement (Mackie Designs Inc), Stock Purchase Agreement (Healthplan Services Corp)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Designated Assets and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 3 contracts
Samples: Asset Purchase Agreement (Verity Inc \De\), Assignment and Assumption Agreement (TTR Technologies Inc), Asset Purchase Agreement (Inktomi Corp)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Assets Shares and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 3 contracts
Samples: Share Purchase Agreement (Gulfmark Offshore Inc), Share Purchase Agreement (Gulfmark Offshore Inc), Stock Purchase Agreement (Unique Casual Restaurants Inc)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase the Acquired Assets and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Endwave Corp), Asset Purchase Agreement (Cord Blood America, Inc.)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase the Shares and the Transferred Assets and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 2 contracts
Samples: Share and Asset Purchase Agreement (Oclaro, Inc.), Share and Asset Purchase Agreement (Ii-Vi Inc)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase the Specified Assets and the obligation of Parent and the Purchaser to take the other actions required to be taken by the Purchaser 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 Parent and the Purchaser, in whole or in part, in writingwriting or by otherwise effecting the Closing):
Appears in 2 contracts
Samples: Asset Purchase Agreement (American Medical Technologies Inc/De), Asset Purchase Agreement (Biolase Technology Inc)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Specified Assets and the obligation of Parent and the Purchaser to take the other actions required to be taken by the Purchaser 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 Parent and the Purchaser, in whole or in part, in writingwriting or by otherwise effecting the Closing):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Globetel Communications Corp), Asset Purchase Agreement (Nvidia Corp/Ca)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Specified Assets and the obligation of the Purchaser to take the other actions required to be taken by the Purchaser 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 the Purchaser, in whole or in part, in writingwriting or by otherwise effecting the Closing):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Electric Tractor Corp.), Asset Purchase Agreement (Electric Tractor Corp.)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase the Business and Purchased Assets and to take the other actions required to be taken by the Purchaser hereunder 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 PurchaserPurchaser (if permitted by applicable Law), in whole or in part, in writing):
Appears in 1 contract
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase the Assets and to take the other actions required to be taken by the Purchaser at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions by the Seller (any of which may be waived by the PurchaserPurchaser in its sole discretion, in whole or in part, in writing):
Appears in 1 contract
Samples: Asset Purchase Agreement (Vuance)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s Purchasers’ obligation to purchase the Assets and to take the other actions required to be taken by the Purchaser Purchasers 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 PurchaserPurchasers, in whole or in part, in writing):
Appears in 1 contract
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Acquired Assets and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 1 contract
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase the Acquired Assets and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 1 contract
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase the Assets Purchased Assets, to assume the Assumed Liabilities, and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 1 contract
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase Consummate the Assets Merger and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writingaccordance with Section 12.12):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Innovative Gaming Corp of America)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Assets Shares, the US Business, the UK Business and the German Business, and to take the other actions required to be taken by the Purchaser at the Closing 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 Purchaser, in whole or in part, in writing):
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (Curtiss Wright Corp)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation 's and the Acquisition Sub's obligations to purchase the Assets and to take the other actions required to be taken by the Purchaser and the Acquisition Sub 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 PurchaserPurchaser or the Acquisition Sub, in whole or in part, in writing):
Appears in 1 contract
Samples: Asset Purchase Agreement (Asyst Technologies Inc /Ca/)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase effect the Assets Closing and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 1 contract
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase effect the Assets Closing and to take the other actions required to be taken by the Purchaser 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 PurchaserPurchaser in writing, in whole or in part, in writing):
Appears in 1 contract
Samples: Purchase and Sale Agreement (Altisource Portfolio Solutions S.A.)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation of the Purchaser to purchase the Assets and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 1 contract
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase the Purchased Assets and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):
Appears in 1 contract
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Assets Securities and the Elliott Shares and to take the other thx xxxxx actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writingaccordance with Section 12.15):
Appears in 1 contract
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Assets Interests and to take consummate the other actions required to be taken by the Purchaser at the Closing 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 the Purchaser, in whole or in part, in writing):conditions:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Principal Solar, Inc.)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Acquired Assets and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writing):the
Appears in 1 contract
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Assets Securities and the Xxxxxxx Shares and to take the other actions required to be taken by the Purchaser 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 Purchaser, in whole or in part, in writingaccordance with Section 12.15):
Appears in 1 contract
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s Purchasers’ obligation to purchase the Assets Purchased IP and the Purchased Equity Interests and to take the other actions required to be taken by the Purchaser Purchasers 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 PurchaserPurchasers, in whole or in part, in writing):
Appears in 1 contract
Samples: Business Purchase Agreement (Rockwood Holdings, Inc.)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s Purchasers' obligation to purchase the Assets Shares and to take the other actions required to be taken by the Purchaser Purchasers 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 PurchaserPurchasers, in whole or in part, in writing):
Appears in 1 contract
Samples: Stock Purchase Agreement (Universal Hospital Services Inc)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation to purchase the Assets and to take the other actions required to be taken by of the Purchaser at to enter into and complete the Closing is subject subject, at its option, to the satisfaction, at fulfillment on or prior to the Closing, of each Closing Date of the following conditions (conditions, any one or more of which may be waived by the Purchaser, Purchaser in whole or in part, in writing):its sole discretion:
Appears in 1 contract
Samples: Purchase Agreement (Carrols Corp)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation of the Purchaser to purchase the Assets Interests and to take the other actions required to be taken by the Purchaser at the Closing is are subject to the satisfaction, at or prior to on and as of the Closing, of each of the following conditions (any of which may be waived by the Purchaser, in whole or in part, in writing):conditions:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Tortoise Capital Resources Corp)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s 's obligation to purchase the Assets and the obligation of the Purchaser to take the other actions required to be taken by the Purchaser it 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 Purchaser, in whole or in part, in writingwriting or by otherwise effecting the Closing):
Appears in 1 contract
Samples: Employment Agreement (Grom Social Enterprises, Inc.)
CONDITIONS PRECEDENT TO THE PURCHASER'S OBLIGATION TO CLOSE. The Purchaser’s obligation of the Purchaser to purchase the Assets and to take the other actions required to be taken by the Purchaser at the Closing is subject to the satisfaction, at or prior to before the Closing, of each the conditions set out below. The benefit of these conditions are for the benefit of the following conditions (any of which Purchaser only and may only be waived in a writing signed by the Purchaser, Purchaser at any time in whole or in part, in writing):its sole discretion.
Appears in 1 contract
