Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 26 contracts
Samples: Asset Purchase Agreement (Seracare Life Sciences Inc), Asset Purchase Agreement (Integrated Device Technology Inc), Asset Purchase Agreement (Sigmatel Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby under this Agreement are subject, in the discretion of Buyer, subject to the satisfactionfulfillment, on or prior to or on the Closing Date, of each of the following conditions, all or any of which may be waived by BuyerBuyer in writing, except as otherwise provided by law:
Appears in 14 contracts
Samples: Asset Purchase Agreement (Hpil Holding), Asset Purchase Agreement (Hpil Holding), Asset Purchase Agreement (Paulson Capital Corp)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, this Agreement shall be subject to the satisfaction, on or prior to the Closing Date, satisfaction of each of the following conditions on or before the Closing Date, subject to the right of Buyer to waive any one or more of such conditions, any of which may be waived by Buyer:
Appears in 13 contracts
Samples: Asset Purchase Agreement (Zoro Mining Corp.), Asset Purchase Agreement (Weider Nutrition International Inc), Asset Purchase Agreement (North Shore Agency Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby Contemplated Transactions are subject, in the discretion of Buyer, subject to the satisfaction, on fulfillment at or prior to the Closing Date, of each of the following conditions, conditions (any or all of which may be waived in whole or in part by Buyer:):
Appears in 10 contracts
Samples: Purchase Agreement (Victory Capital Holdings, Inc.), Securities Purchase Agreement (Kirby Corp), Transaction Agreement (PSP Family of Funds)
Conditions to Buyer’s Obligations. The All obligations of Buyer to consummate the transactions provided for hereby hereunder are subject, in the discretion of Buyer, subject to the satisfactionfulfillment, on or prior to or at the Closing DateClosing, of each of the following conditions, any of which may be waived by Buyer:
Appears in 10 contracts
Samples: Asset Purchase Agreement (Performance Food Group Co), Asset Purchase Agreement (Sanmina Corp/De), Asset Purchase Agreement (Healthstream Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer BUYER to consummate the transactions provided for hereby Acquisition are subject, in the discretion of Buyer, subject to the satisfaction, on or the waiver in writing by BUYER to the extent permitted by applicable law, of the following conditions at or prior to the Closing Date, of each of the following conditions, any of which may be waived by BuyerClosing:
Appears in 10 contracts
Samples: Branch Office Purchase and Assumption Agreement (Ohio Legacy Corp), Purchase and Assumption Agreement (Home Bancshares Inc), Purchase and Assumption Agreement (Park National Corp /Oh/)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby herein are subject, in at the discretion option of Buyer, to the satisfaction, fulfillment on or prior to the Closing Date, Date of each of the following conditions, any of which may be waived by Buyer:
Appears in 9 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Dune Energy Inc), Purchase and Sale Agreement (Dune Energy Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby contemplated by this Agreement are subject, in the discretion of Buyer, subject to the satisfaction, on fulfillment at or prior to the Closing Date, of each of the following conditions, conditions (any or all of which may be waived in whole or in part by Buyer:):
Appears in 9 contracts
Samples: Stock Purchase Agreement (Stewart Information Services Corp), Interest Purchase Agreement (Heico Corp), Interest Purchase Agreement (Neenah Paper Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 9 contracts
Samples: Asset Purchase Agreement (Geowaste Inc), Asset Purchase Agreement (Geowaste Inc), Stock Purchase Agreement (Lois/Usa Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, shall be subject to the satisfaction, satisfaction on or prior to the Closing Date, Date of each all of the following conditions, any of which except such conditions as Buyer may be waived by Buyerwaive:
Appears in 8 contracts
Samples: Stock Purchase Agreement (Cannaisseur Group Inc.), Stock Purchase Agreement (Studio Ii Brands Inc), Stock Purchase Agreement (Studio Ii Brands Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 7 contracts
Samples: Sale and Purchase Agreement (Silicon Laboratories Inc), Purchase Agreement (Coso Power Developers), Stock Purchase Agreement (Calenergy Co Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, contemplated by this Agreement shall be subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any one or more of which may be waived by Buyer:, in its sole discretion.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Pegasus Communications Corp), Asset Purchase Agreement (Mediacom LLC), Asset Purchase Agreement (Mediacom LLC)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 5 contracts
Samples: Asset Purchase Agreement (Rental Service Corp), Stock Purchase Agreement (Rental Service Corp), Asset Purchase Agreement (Rental Service Corp)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions transaction provided for hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, conditions (any of which may may, in Buyer's absolute and sole discretion, be waived by Buyer:in whole or in part in writing):
Appears in 4 contracts
Samples: Stock Purchase Agreement (Rent Way Inc), Stock Purchase Agreement (Rent Way Inc), Stock Purchase Agreement (Rent Way Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby contemplated by this Agreement are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Azur Pharma Public LTD Co), Asset Purchase Agreement (Ventrus Biosciences Inc), Purchase Agreement (Alliance Data Systems Corp)
Conditions to Buyer’s Obligations. The Each of the obligations of the Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, is subject to the satisfaction, on satisfaction (or written waiver by the Buyer) at or prior to the Closing Date, Date of each of the following conditions, any of which may be waived by Buyer:.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Scotts Company), Asset Purchase Agreement (Scotts Company), Asset Purchase Agreement (BMC Industries Inc/Mn/)
Conditions to Buyer’s Obligations. The obligations of Buyer under this Agreement to purchase the Assets and to consummate the other transactions provided for contemplated hereby are subject, in the discretion of Buyer, shall be subject to the satisfaction, satisfaction (or waiver by Buyer) on or prior to the Closing Date, Date of each all of the following conditions, any of which may be waived by Buyer:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Teletouch Communications Inc), Asset Purchase Agreement (Teletouch Communications Inc), Asset Purchase Agreement (Teletouch Communications Inc)
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate effect the transactions provided for contemplated hereby are subjectshall be subject to the fulfillment, in the discretion of or written waiver by Buyer, to the satisfaction, on at or prior to the Closing DateClosing, of each of the following conditions, any of which may be waived by Buyer:
Appears in 4 contracts
Samples: Acquisition Agreement, Acquisition Agreement (CleanTech Biofuels, Inc.), Acquisition Agreement (CleanTech Biofuels, Inc.)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate any of the transactions provided for hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, conditions (any of which may be waived by Buyer:):
Appears in 3 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Bio Rad Laboratories Inc), Stock Purchase Agreement (Bio Rad Laboratories Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate purchase the transactions Stock as provided for hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Stryker Machining Facility Co), Stock Purchase Agreement (Scriptgen Pharmaceuticals Inc), Stock Purchase Agreement (Hartley Controls Corp)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, contemplated by this Agreement shall be subject to the satisfactionsatisfaction (or waiver, on where permissible) at or prior to the Closing Date, of each all of the following conditions, any of which may be waived by Buyer:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Inverness Medical Innovations Inc), Asset Purchase Agreement (Liberty Group Publishing Inc), Asset Purchase Agreement (Hollinger International Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions transaction provided for hereby herein are subject, in at the discretion option of Buyer, to the satisfaction, fulfillment on or prior to the Closing Date, Date of each of the following conditions, any of which may be waived by Buyer:
Appears in 3 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Linn Energy, LLC), Purchase and Sale Agreement (Stone Energy Corp)
Conditions to Buyer’s Obligations. The obligations of each Buyer to consummate the transactions provided for hereby Contemplated Transactions are subject, in the discretion of Buyer, subject to the satisfaction, on fulfillment at or prior to the Closing Date, of each of the following conditions, conditions (any or all of which may be waived in whole or in part by Buyer:such Buyer to the extent permitted by applicable Law):
Appears in 3 contracts
Samples: Asset Purchase and Sale Agreement, Asset Purchase and Sale Agreement (Athene Holding LTD), Asset Purchase and Sale Agreement (Apollo Commercial Real Estate Finance, Inc.)
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate effect the transactions provided for contemplated hereby are subjectshall be subject to the fulfillment, in the discretion of or written waiver by Buyer, to the satisfaction, on at or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 3 contracts
Samples: Equity Purchase Agreement (Ce Generation LLC), Stock Purchase Agreement (RPM Inc/Oh/), Investment Agreement (Sf Holdings Group Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby in this Agreement are subject, in the discretion of Buyer, to the satisfaction, on satisfaction at or prior to before the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 3 contracts
Samples: Asset Purchase Agreement (NMT Medical Inc), Stock Purchase Agreement (Integra Lifesciences Holdings Corp), Asset Purchase Agreement (Integra Lifesciences Holdings Corp)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, subject to the satisfaction, on fulfillment at or prior to the Closing Date, of each of the following conditions, conditions (any or all of which may be waived in whole or in part by Buyer:).
Appears in 2 contracts
Samples: Interest Purchase Agreement (Vera Bradley, Inc.), Interest Purchase Agreement (Catalent, Inc.)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing DateClosing, of each of the following conditions, any of which may be waived by Buyer:
Appears in 2 contracts
Samples: Asset Purchase Agreement (NTN Buzztime Inc), Asset Purchase Agreement (Chancellor Media Mw Sign Corp)
Conditions to Buyer’s Obligations. The obligations obligation of Buyer BUYER to consummate the transactions provided for hereby are contemplated by this Agreement is subject, in the discretion of BuyerBUYER, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, conditions (any of which which, in BUYER's absolute and sole discretion, may be waived by Buyer:in whole or in part without impairing or affecting any right of indemnification or other right or remedy under this Agreement):
Appears in 2 contracts
Samples: Stock and Asset Purchase Agreement (New York Regional Rail Corp), Stock and Asset Purchase Agreement (New York Regional Rail Corp)
Conditions to Buyer’s Obligations. The obligations of the Buyer to consummate the transactions provided for hereby under this Agreement are subject, in the discretion of Buyer, subject to the satisfactionfulfillment, on or prior to or on the Closing Date, of each of the following conditions, all or any of which may be waived by Buyerthe Buyer in writing:
Appears in 2 contracts
Samples: Asset Purchase Agreement (WPT Enterprises Inc), Asset Purchase Agreement (WPT Enterprises Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the sole and absolute discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Coinmach Corp), Asset Purchase Agreement (Coinmach Laundry Corp)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the reasonable discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Eco Soil Systems Inc), Asset Purchase Agreement (Biomerica Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subjectsubject to the satisfaction, in the sole discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived in writing by Buyer:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Adex Media, Inc.), Asset Purchase Agreement (Adex Media, Inc.)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby under this Agreement are subject, in the discretion of Buyer, subject to the satisfactionfulfillment, on or prior to or on the Closing Date, of each of the following conditions, all of which are for the benefit of Buyer and any of which may be waived in writing in whole or in part by Buyer:Buyer as provided herein, except as otherwise provided by law.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Rare Element Resources LTD), Asset Purchase Agreement (Pershing Gold Corp.)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, subject to the satisfactionfulfillment, on or prior to or on the Closing Date, of each of the following conditions, any of which may be waived in whole or in part by Buyer:Buyer as provided herein.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Hillman Companies Inc), Asset Purchase Agreement (American Biogenetic Sciences Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, contemplated by this Agreement shall be subject to the satisfaction, on satisfaction at or prior to the Closing Date, of each all of the following conditions, any or all of which may be waived waived, in whole or in part, to the extent permitted by Buyerapplicable Law:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement, Membership Interest Purchase Agreement (WillScot Corp)
Conditions to Buyer’s Obligations. The obligations of Buyer Buyers to consummate the transactions provided for hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived in writing by BuyerBuyers:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Allscripts Inc /Il), Asset Purchase Agreement (Allscripts Inc /Il)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby Contemplated Transactions are subject, in the discretion of Buyer, subject to the satisfaction, on fulfillment at or prior to the Closing Date, of each of the following conditions, conditions (any or all of which may be waived in whole or in part by Buyer:Buyer in writing):
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Aptargroup Inc)
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, contemplated by this Agreement shall be subject to the satisfaction, on at or prior to before the Closing DateClosing, of each of the following conditions, any of which may be unless waived in writing by Buyer:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Berlitz International Inc), Stock Purchase Agreement (Canandaigua LTD)
Conditions to Buyer’s Obligations. The obligations obligations, of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Whittaker Corp), Asset Purchase Agreement (Whittaker Corp)
Conditions to Buyer’s Obligations. The obligations of Buyer to purchase the Acquired Assets and to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived (in whole or in part) by Buyer:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Fischer Imaging Corp), Asset Purchase Agreement (Fischer Imaging Corp)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby contemplated hereunder are subject, in the discretion of Buyer, subject to the satisfactionfulfillment or satisfaction on, on or prior to and as of the Closing DateClosing, of each of the following conditions, conditions (any one or more of which may be waived in writing by Buyer:):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Clarient, Inc), Asset Purchase Agreement (Trestle Holdings Inc)
Conditions to Buyer’s Obligations. The obligations of the Buyer Parties to consummate the transactions provided for hereby are subject, in subject to the discretion of Buyersatisfaction (or, to the satisfactionextent legally permissible, the waiver by Buyer in writing), on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 2 contracts
Samples: Stock and Asset Purchase Agreement (Enzo Biochem Inc), Asset Purchase Agreement (Enzo Biochem Inc)
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate effect the transactions provided for contemplated hereby are subjectshall be subject to the fulfilment, in the discretion of or written waiver by Buyer, to the satisfaction, on at or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Samples: Share Purchase Agreement (Security Associates International Inc)
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, is subject to the satisfaction, on or prior to before the Closing Date, of each of the following conditions, conditions (any of which may be waived in writing by Buyer:):
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate the transactions provided for hereby are subjectTransactions, in and to take the discretion of Buyerother actions to be taken by Buyer at Closing, is subject to the satisfactionfulfillment, on or prior to the Closing Datewaiver by Buyer, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, subject to the satisfactionfulfillment, on or prior to or on the Closing Date, of each of the following conditions, all or any of which may be waived in whole or in part by Buyer:Buyer as provided herein.
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby in this Agreement are subject, in the discretion of Buyer, to the satisfaction, on satisfaction or prior to waiver at or before the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby contemplated at the Closing are subject, in the discretion of Buyer, subject to the satisfactionfulfillment, on or prior to at the Closing DateClosing, of each of the following conditions, any or all of which may be waived in whole or in part at or prior to the Closing by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby contemplated by this Agreement are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by BuyerBuyer in writing to the extent allowed by applicable Law:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to purchase the Stock and to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by BuyerBuyer in accordance with Section 10.5:
Appears in 1 contract
Samples: Stock Purchase Agreement (Liberty Group Holdings Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby contemplated by this Agreement and the other Transaction Documents to which it is a party are subject, in the reasonable discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any or all of which may be waived by BuyerBuyer in its sole and absolute discretion:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subjectshall be subject to fulfillment, in the discretion of Buyer, to the satisfaction, on at or prior to before the Closing Date, of each of the following conditions, any of which may be waived (in whole or in part) in writing by Buyer:
Appears in 1 contract
Samples: Stock Purchase Agreement (First Albany Companies Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby in this Agreement are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Samples: Asset Purchase Agreement (American Tower Corp /Ma/)
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, is subject to the satisfaction, on or prior to before the Closing Date, of each of the following conditions, any of which may be unless waived in writing by BuyerBuyer in its sole discretion:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, subject to the satisfactionsatisfaction or waiver, at Buyer's sole option and entire discretion, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Samples: Purchase Agreement (El Sitio Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate purchase the Purchased Shares and Interests and complete the related transactions provided for hereby contemplated by this Agreement on the Closing Date are subject, in the discretion of Buyer, to the satisfactionsatisfaction or waiver, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate purchase the transactions Shares as provided for hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyerthe Buyer in its sole discretion:
Appears in 1 contract
Conditions to Buyer’s Obligations. The All obligations of Buyer to consummate the transactions provided for hereby hereunder are subject, in the discretion of Buyer, subject to the satisfactionfulfillment or the waiver in writing thereof, on or prior to or at the Closing DateClosing, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. 3 The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, 4 subject to the satisfaction, on or prior to the Closing Date, of each of the following 5 conditions, any of which may be waived by BuyerXxxxx:
Appears in 1 contract
Samples: Asset Purchase Agreement
Conditions to Buyer’s Obligations. The All obligations of Buyer to consummate the transactions provided for hereby hereunder are subject, in the discretion of Buyer, subject to the satisfactionfulfillment or waiver, on or prior to or at the Closing DateClosing, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Samples: Asset and Equity Purchase Agreement (AAC Holdings, Inc.)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, shall be subject to the satisfaction, satisfaction on or prior to the Closing Date, Date of each all of the following conditions, any of which except such conditions as Buyer may be waived by Buyer:waive: 6.1
Appears in 1 contract
Samples: Stock Purchase Agreement
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby contemplated by this Agreement are subject, in the sole discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to make deliveries to Seller pursuant to Section 1.2 hereof and to consummate the other transactions provided for contemplated hereby are subject, in the discretion of Buyer, is subject to the satisfaction, on or prior to before the Closing Date, of each of the following conditions, any conditions each of which may be waived by BuyerBuyer in its sole discretion:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, Transaction shall be subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may may, to the extent allowed by law, be waived by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by BuyerBuyer in accordance with Section 10.5:
Appears in 1 contract
Samples: Asset Purchase Agreement (On Point Technology Systems Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, provided, that Buyer shall have the right to waive any such condition, and the parties hereto agree that the Closing constitutes a waiver by Buyer of which may be waived by Buyer:any such condition and of any claim or right relating to the subject matter of any such condition.
Appears in 1 contract
Samples: Stock Purchase Agreement (Ameron International Corp)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby contemplated by this Agreement are subject, in the discretion of Buyer, subject to the satisfactionsatisfaction of or waiver by Buyer, on or prior to the Closing DateClosing, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Samples: Asset Purchase Agreement (Opti Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which conditions may be waived by Buyer, provided, however, that the occurrence of the Closing will not be deemed a waiver of the breach of any representation or warranty of any Seller hereunder:
Appears in 1 contract
Conditions to Buyer’s Obligations. The All obligations of the Buyer to consummate the transactions provided for hereby contemplated hereunder are subject, in the discretion of Buyer, subject to the satisfactionfulfillment in accordance with the provisions of this Agreement, on or prior to the Closing Date, of each of the following conditions, any each of which may be waived by in writing at the sole discretion of Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, to the satisfactionsatisfaction or waiver, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Samples: Stock Purchase Agreement (General Cigar Holdings Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, subject to the satisfactionsatisfaction or waiver, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Samples: Share Purchase Agreement (Novel Denim Holdings LTD)
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to pay the Purchase Price and to consummate the other transactions provided for contemplated hereby are subject, in the discretion of Buyer, is subject to the satisfaction, on or prior to before the Closing Date, of each of the following conditions, any conditions each of which may be waived by BuyerBuyer in its sole discretion:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Enernoc Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the Sale, the Contemplated Transactions and the other transactions provided for contemplated hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived in writing by Buyer:.
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by BuyerBuyer to the extent permitted by applicable Regulations:
Appears in 1 contract
Samples: Asset Purchase Agreement (Pinnacle Foods Group Inc)
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, shall be subject to the satisfactionfulfillment, on or prior to the Closing Dateor at Closing, of each of the following conditions, any of which may be conditions unless waived by BuyerBuyer in writing:
Appears in 1 contract
Samples: Asset Purchase Agreement (Mdu Communications International Inc)
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate the transactions provided for hereby are contemplated by this Agreement, is subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, conditions (any of which which, in Buyer’s absolute and sole discretion, may be waived by Buyer:in writing in whole or in part without impairing or affecting any right of indemnification or other right or remedy under this Agreement except as provided herein):
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to purchase the Purchased Assets and to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived (in whole or in part) by Buyer:Buyer in accordance with Section 10.4.
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate the transactions provided for hereby are contemplated by this Agreement is subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, conditions (any of which which, in Buyer’s absolute and sole discretion, may be waived by Buyer:in whole or in part without impairing or affecting any right of indemnification or other right or remedy under this Agreement):
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subject, in the reasonable discretion of Buyer, to the satisfactionsatisfaction or waiver, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of each of Buyer to consummate the transactions provided for hereby in this Agreement are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Samples: Asset Purchase Agreement (United Natural Foods Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, shall be subject to the satisfaction, satisfaction on or prior to the Closing Date, Date of each all of the following conditions, any of which except such conditions as Buyer may be waived by Buyerwaive in writing:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to purchase the Acquired Assets and to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived (in whole or in part) by BuyerBuyer in accordance with Section 11.4 herein:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived in writing by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby contemplated by this Agreement are subject, in the discretion of Buyer, to the satisfaction, on satisfaction at or prior to the Closing Date, Date of each of the following conditions, any of which may be waived by Buyer:.
Appears in 1 contract
Samples: Asset Purchase Agreement (Bway Corp)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions transaction provided for hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, conditions (any of which may may, in Buyer's absolute and sole discretion, be waived by Buyer:in whole or in part):
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, Transaction is subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:Buyer except for the conditions set forth in Sections 5.1(e) (as to Consents of Governmental Authorities) and (f):
Appears in 1 contract
Samples: Equity Purchase Agreement (Usg Corp)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions transaction provided for hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, conditions (any of which may may, in Buyer's absolute and sole discretion, be waived by Buyer:in whole or in part in writing):
Appears in 1 contract
Samples: Stock Purchase Agreement (Barrister Global Services Network Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, contemplated by this Agreement shall be subject to the satisfaction, on or prior to the Closing Date, satisfaction of each of the following conditions on or before the Closing Date, subject to the right of Buyer to waive any one or more of such conditions, any of which may be waived by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby Contemplated Transactions are subject, in the discretion of Buyer, subject to the satisfaction, on fulfillment at or prior to the Closing Date, of each of the following conditions, conditions (any or all of which may be waived in writing in whole or in part by Buyer:):
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (CBS Outdoor Americas Inc.)
Conditions to Buyer’s Obligations. The obligations of the Buyer Parties to consummate the transactions provided for hereby are subject, in the discretion of Buyerthe Buyer Parties, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyerthe Buyer Parties in writing:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, Buyer to the satisfaction, on or prior to the Closing DateClosing, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate the transactions provided for hereby are transaction contemplated by this Agreement is subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, conditions (any of which which, in Buyer's absolute and sole discretion, may be waived by Buyer:in whole or in part without impairing or affecting any right of indemnification or other right or remedy hereunder):
Appears in 1 contract
Samples: Merger Agreement (Idex Corp /De/)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by BuyerBuyer in writing:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to purchase the Acquired Assets and to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived (in whole or in part) by BuyerBuyer in accordance with Section 12.4 herein:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations obligation of Buyer to consummate any of the transactions provided for hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditionsconditions set forth in this Article VIII. Buyer may waive any or all of these conditions in whole or in part without prior notice; provided, any however, that such waiver shall only be effective if in writing and signed by a duly authorized executive officer of which may be waived by Buyer:.
Appears in 1 contract
Samples: Asset Purchase Agreement (Adams Rite Aerospace Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for hereby are subject, in the discretion of Buyer, subject to the satisfaction, on or prior to the Closing Date, of each of the following conditions, conditions (any of which may may, in Buyer's absolute and sole discretion, be waived by Buyer:in whole or in part in writing):
Appears in 1 contract
Samples: Stock Purchase Agreement (Wilson Greatbatch Technologies Inc)
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, to the satisfaction, on or prior to the Closing Date, of each of the following conditions, any of which may be waived in writing by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The obligations of Buyer to consummate the transactions provided for contemplated hereby on the Closing Date are subject, in the reasonable discretion of Buyer, to the satisfactionsatisfaction or waiver in writing, on or prior to the Closing Date, of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract
Conditions to Buyer’s Obligations. The Each of the obligations of the Buyer to consummate the transactions provided for contemplated hereby are subject, in the discretion of Buyer, is subject to the satisfaction, on satisfaction (or written waiver by the Buyer) at or prior to the Closing Date, Date of each of the following conditions, any of which may be waived by Buyer:
Appears in 1 contract