Common use of Conditions to Each Party’s Obligation to Effect the Merger Clause in Contracts

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 63 contracts

Samples: Agreement and Plan of Merger (Varian Medical Systems Inc), Agreement and Plan of Merger (Span America Medical Systems Inc), Agreement and Plan of Merger (Dresser-Rand Group Inc.)

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Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 52 contracts

Samples: Agreement and Plan of Merger (Blackbaud Inc), Agreement and Plan of Merger (Convio, Inc.), Agreement and Plan of Merger (West Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be is subject to the fulfillment (or waiver by all parties) fulfillment, at or prior to the Effective Time Closing, of each of the following conditions:

Appears in 38 contracts

Samples: Agreement and Plan of Merger and Reorganization (COMSovereign Holding Corp.), Agreement and Plan of Merger, Amended and Restated Agreement and Plan of Merger

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties, to the extent permissible under applicable Law) at or prior to the Effective Time of the following conditions:

Appears in 26 contracts

Samples: Agreement and Plan of Merger (Schlumberger Limited/Nv), Agreement and Plan of Merger (ChampionX Corp), Agreement and Plan of Merger (Sunoco LP)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the parties to effect the Merger shall be subject to the fulfillment (satisfaction, or waiver by all each of the parties) , at or prior to the Effective Time of the following conditions:

Appears in 20 contracts

Samples: Agreement and Plan of Merger, HTM Agreement and Plan of Merger, Agreement and Plan of Merger (Bioblast Pharma Ltd.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) Parent and the Company at or prior to the Effective Time of the following conditions:

Appears in 14 contracts

Samples: Agreement and Plan of Merger (Ubiquity Broadcasting Corp), Agreement and Plan of Merger (Rimrock Gold Corp.), Agreement and Plan of Merger (EQM Technologies & Energy, Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) satisfaction at or prior to the Effective Time Closing of each of the following conditions:conditions (which may be waived in whole or in part by such party):

Appears in 12 contracts

Samples: Agreement and Plan of Merger (BioNTech SE), Agreement and Plan of Merger (Neon Therapeutics, Inc.), Agreement and Plan of Merger (Ultragenyx Pharmaceutical Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time Date of the following conditions:

Appears in 11 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Audioeye Inc), Agreement and Plan of Merger (Brighton Investment Holding Co Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of the parties hereto to effect consummate the Merger shall be is subject to the fulfillment (or or, to the extent permitted by applicable law, written waiver by all parties) at or the parties hereto prior to the Effective Time Closing Date of each of the following conditions:

Appears in 11 contracts

Samples: Calnet Shareholder Agreement (Commercial Capital Bancorp Inc), Agreement and Plan of Merger (First Chester County Corp), Agreement and Plan of Merger (Commercial Capital Bancorp Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Party to effect the Merger shall be subject to the fulfillment (or waiver by all partiesParties, to the extent permissible under applicable Law) at or prior to the Effective Time of the following conditions:

Appears in 11 contracts

Samples: Agreement and Plan of Merger (Tellurian Inc. /De/), Agreement and Plan of Merger (Ii-Vi Inc), Agreement and Plan of Merger (Noble Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of the parties hereto to effect consummate the Merger shall be is subject to the fulfillment (or or, to the extent permitted by applicable law, written waiver by all parties) at or the parties hereto prior to the Effective Time Date of each of the following conditions:

Appears in 10 contracts

Samples: Agreement and Plan of Reorganization (Old Point Financial Corp), Agreement and Plan of Reorganization (Eastern Virginia Bankshares Inc), Shareholder Agreement (Pacific Premier Bancorp Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 9 contracts

Samples: Agreement and Plan of Merger (Ace Cash Express Inc/Tx), Agreement and Plan of Merger (Ablest Inc), Agreement and Plan of Merger (Rent a Center Inc De)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be are subject to the fulfillment (satisfaction or waiver by all parties) waiver, where permissible, at or prior to the Effective Time Time, of each of the following conditions:

Appears in 9 contracts

Samples: Agreement and Plan of Merger (Force Protection Inc), Agreement and Plan of Merger (Paradigm Holdings, Inc), Agreement and Plan of Merger (Allied Defense Group Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger and the other transactions contemplated herein shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part by the parties hereto, to the extent permitted by applicable law:

Appears in 9 contracts

Samples: Agreement and Plan of Merger (Ign Entertainment Inc), Agreement and Plan of Merger (Great Hill Partners LLC), Amended Agreement and Plan of Merger (Mid Atlantic Realty Trust)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Perry County Financial Corp), Agreement and Plan of Reorganization (Bay View Capital Corp), Agreement and Plan of Merger (Financial Services Corporation of the Midwest)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of the parties hereto to effect consummate the Merger shall be is subject to the fulfillment (or written waiver by all parties) at or the parties hereto prior to the Effective Time of each of the following conditions:

Appears in 8 contracts

Samples: Agreement and Plan of Reorganization (FCB Bancorp), Agreement and Plan of Merger (Americanwest Bancorporation), Agreement and Plan of Merger (First Community Bancorp /Ca/)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (satisfaction or waiver waiver, where permitted by all parties) at or applicable Law, by each party hereto prior to the Effective Time of the following conditions:

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Omni Energy Services Corp), Agreement and Plan of Merger (Nco Group Inc), Agreement and Plan of Merger (Us Oncology Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the parties to effect the Merger shall be subject to the fulfillment (or satisfaction or, to the extent permitted by applicable Law, waiver by all parties) each of the parties at or prior to the Effective Time of the following conditions:

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Zeneca, Inc.), Agreement and Plan of Merger (ZS Pharma, Inc.), Agreement and Plan of Merger (Durata Therapeutics, Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of each of the following conditions:

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Endocardial Solutions Inc), Agreement and Plan of Merger (St Jude Medical Inc), Agreement and Plan of Merger (Fargo Electronics Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of each of the following conditions:

Appears in 7 contracts

Samples: Agreement and Plan of Merger (NTS Realty Holdings Lp), Agreement and Plan of Merger (NTS Realty Holdings Lp), Agreement and Plan of Merger (Silverleaf Resorts Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) mutual agreement of the parties at or prior to the Effective Time Closing Date of the following conditions:

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Lamar Advertising Co/New), Agreement and Plan of Merger (Western Refining, Inc.), Merger Agreement (First Avenue Networks Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The Unless waived by the parties, the respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time Closing Date of the following conditions:

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Echapman Com Inc), Agreement and Plan of Merger (Echapman Com Inc), Agreement and Plan of Merger (Data Documents Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties, to the extent permitted by applicable Law) at or prior to the Effective Time of the following conditions:

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Transgenomic Inc), Agreement and Plan of Merger (Fitlife Brands, Inc.), Agreement and Plan of Merger (iSatori, Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all partiesParent and the Company) at or prior to the Effective Time of only the following conditions:

Appears in 5 contracts

Samples: And Restated Agreement and Plan of Merger (Elkcorp), Agreement and Plan of Merger (Odyssey Healthcare Inc), Agreement and Plan of Merger (CGEA Investor, Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be is subject to the fulfillment (satisfaction or waiver by all parties) waiver, if applicable, at or prior to the Effective Time of each of the following conditions:

Appears in 5 contracts

Samples: Stockholder Agreement (Premark International Inc), Agreement and Plan of Merger (Premark International Inc), Agreement and Plan of Merger (Arch Communications Group Inc /De/)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall will be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Cascade Natural Gas Corp), Agreement and Plan of Merger (DST Systems Inc), Agreement and Plan of Merger (Video Jukebox Network Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or or, to the extent permitted by Law, waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Atlas Capital Holdings, Inc.), Agreement and Plan of Merger (Centex Corp), Agreement and Plan of Merger (Medianet Group Technologies Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment satisfaction or (or to the extent permitted by applicable Law) waiver by all parties) such party at or prior to the Effective Time of the following conditions:

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Moneygram International Inc), Agreement and Plan of Merger (Moneygram International Inc), Agreement and Plan of Merger (Syneron Medical Ltd.)

Conditions to Each Party’s Obligation to Effect the Merger. The ---------------------------------------------------------- respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 5 contracts

Samples: Agreement and Plan of Merger (America First Financial Fund 1987-a Limited Partnership), Agreement and Plan of Merger (Bay View Capital Corp), Agreement and Plan of Merger (Mercantile Bancorporation Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party Party to effect consummate the Merger shall be is subject to the fulfillment (or written waiver by all parties) at or prior to the Parties before the Effective Time of each of the following conditions:

Appears in 5 contracts

Samples: Transaction Agreement (Online Resources Corp), Transaction Agreement (Aci Worldwide, Inc.), Agreement and Plan of Merger (Rewards Network Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all partiesParent and the Company) at or prior to the Effective Time of the following conditions:

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Petsmart Inc), Agreement and Plan of Merger (Touchstone Software Corp /Ca/), Agreement and Plan of Merger (Elkcorp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be is subject to the fulfillment (satisfaction or waiver by all parties(where permissible) at or prior to the Effective Time of each of the following conditions:

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Southwest Water Co), Agreement and Plan of Merger (Checkfree Corp \Ga\), Agreement and Plan of Merger (Pegasus Solutions Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or written waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (W R Grace & Co), Agreement and Plan of Merger (Synthetech Inc), Agreement and Plan of Merger (Rohm & Haas Co)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect consummate the Merger shall be is subject to the fulfillment (or written waiver by all parties) at or prior to each party before the Effective Time of each of the following conditions:

Appears in 4 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (FCB Financial Holdings, Inc.), Agreement and Plan of Merger (Byline Bancorp, Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Grupo Grifols Sa), Agreement and Plan of Merger (Hc Investments Inc), Agreement and Plan of Merger (Seracare Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of the Parties hereto to effect consummate the Merger shall be is subject to the fulfillment (or or, to the extent permitted by applicable law, written waiver by all parties) at or the Parties hereto prior to the Effective Time Closing Date of each of the following conditions:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Banknorth Group Inc/Me), Agreement and Plan of Merger (Northeast Pennsylvania Financial Corp), Shareholder Agreement (Willow Grove Bancorp Inc/New)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of the parties hereto to effect the Merger shall be subject to the fulfillment (satisfaction, or the waiver by all parties) such party, at or prior to the Effective Time Time, of the following conditions:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Ipayment Inc), Agreement and Plan of Merger (Ipayment Inc), Agreement and Plan of Merger (Ipayment Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of each of the following conditions:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (FVCBankcorp, Inc.), Agreement and Plan of Reorganization (Alliance Bankshares Corp), Agreement of Merger (Alliance Bankshares Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be are subject to the fulfillment (satisfaction or waiver (to the extent permitted by all partiesapplicable Law) at or prior to the Effective Time of each of the following conditions:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (United Rentals North America Inc), Agreement and Plan of Merger (Neff Corp), Agreement and Plan of Merger (H&E Equipment Services, Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment satisfaction (or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (South Financial Group Inc), Agreement and Plan of Merger (Commerce Bancorp Inc /Nj/), Agreement and Plan of Merger (Restoration Hardware Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be subject to the fulfillment (or waiver by all partieseach of the parties to this Agreement (if capable of waiver having regard to and subject to Applicable Laws) at or prior to the Effective Time Closing Date of the following conditions:

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Transocean Ltd.), Agreement and Plan of Merger (Transocean Partners LLC), Agreement and Plan of Merger (Ensco PLC)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be is subject to the fulfillment (or waiver by all parties) waiver, at or prior to the Effective Time Closing, of each of the following conditions:

Appears in 4 contracts

Samples: Merger Agreement (Corel Corp), Merger Agreement (Inprise Corp), Merger Agreement (Inprise Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The ---------------------------------------------------------- respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time Closing of the following conditions:

Appears in 4 contracts

Samples: Merger Agreement (Centerpoint Advisors Inc), Merger Agreement (Centerpoint Advisors Inc), Merger Agreement (Centerpoint Advisors Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be subject to the fulfillment (prior satisfaction or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Endogen Inc), Agreement and Plan of Merger (Endogen Inc), Agreement and Plan of Merger (Ewok Acquisition Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to before the Effective Time of the following conditions, any one or more of which, to the extent permitted by applicable law, may be waived in writing by all of the parties to this Agreement:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Minntech Corp), Agreement and Plan of Merger (Cantel Medical Corp), Agreement and Plan of Merger (Diker Charles M)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Party to effect the Merger shall be are subject to the fulfillment (satisfaction or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (K Tron International Inc), Agreement and Plan of Merger (K Tron International Inc), Agreement and Plan of Merger (Hillenbrand, Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be is subject to the fulfillment (satisfaction or waiver by all parties(where permissible and in writing) at or prior to the Effective Time of each of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Rf Monolithics Inc /De/), Agreement and Plan of Merger (Commscope Inc), Agreement and Plan of Merger (Nbty Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Sterling Bancshares Inc), Agreement and Plan of Merger (Sterling Bancshares Inc), Agreement and Plan of Merger (Sterling Bancshares Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect consummate the Merger shall be is subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of each of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Skyline Bankshares, Inc.), Agreement and Plan of Merger (Parkway Acquisition Corp.), Agreement and Plan of Merger (Bay Banks of Virginia Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Party to effect the Merger shall be are subject to the fulfillment (or waiver by all parties) Parties at or prior to the Effective Time of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (American Greetings Corp), Agreement and Plan of Merger (American Greetings Corp), Agreement and Plan of Merger (American Greetings Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be are subject to the fulfillment (satisfaction or waiver by all parties) at or waiver, where permissible, prior to the proposed Effective Time Time, of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Minrad International, Inc.), Agreement and Plan of Merger (Oregon Steel Mills Inc), Agreement and Plan of Merger (Evraz Group S.A.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all partiesparties (to the extent waiver is allowed by applicable Law)) at or prior to the Effective Time of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (NewPage Holdings Inc.), Agreement and Plan of Merger (Verso Paper Corp.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the First Effective Time of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Star Banc Corp /Oh/), Agreement and Plan (Firstar Corp /Wi/), Agreement and Plan (Star Banc Corp /Oh/)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party hereto to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time Closing of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (AdLine Network, LLC), Agreement and Plan of Merger (American Wagering Inc), Agreement and Plan of Merger (Las Vegas Gaming Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect consummate the Merger shall be is subject to the fulfillment (or written waiver by all parties) at or prior to the parties before the Effective Time of each of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Intervoice Inc), Agreement and Plan of Merger (Stewart & Stevenson Services Inc), Agreement and Plan of Merger (Convergys Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the parties hereto to effect the Merger shall be subject to the fulfillment (or waiver (to the extent permitted by all partiesApplicable Law and in accordance with the provisions hereof) by each of the parties hereto to this Agreement at or prior to the Effective Time Closing Date of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (TGC Industries Inc), Voting Agreement (TGC Industries Inc), Voting Agreement (Dawson Geophysical Co)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby shall be subject to the fulfillment (or waiver in writing by all partiesParent and the Company) at or prior to the Effective Time of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Reliance Steel & Aluminum Co), Agreement and Plan of Merger (Metals Usa Holdings Corp.), Agreement and Plan of Merger (Ancestry.com Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be is subject to the fulfillment (satisfaction or waiver by all parties) such party at or prior to the Effective Time of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Paramount Gold Nevada Corp.), Agreement and Plan of Merger (Paramount Gold & Silver Corp.), Agreement and Plan of Merger (Coeur Mining, Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all partiesSpartan Stores and Nash-Finch) at or prior to the Effective Time of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Nash Finch Co), Agreement and Plan of Merger (Nash Finch Co), Agreement and Plan of Merger (Spartan Stores Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The ---------------------------------------------------------- respective obligations obligation of each party to effect the Merger shall be subject to the fulfillment (satisfaction or waiver by all parties) at or waiver, where permissible, prior to the Effective Time Time, of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Stimsonite Corp), Agreement and Plan of Merger (Quad-C Inc), Agreement and Plan of Merger (Avery Dennison Corporation)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be subject to the fulfillment (or waiver by all partieseach of the parties to this Agreement (subject to Applicable Laws) at or prior to the Effective Time Closing Date of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Pinnacle Gas Resources, Inc.), Agreement and Plan of Merger (Quest Resource Corp), Agreement and Plan of Merger (Quest Resource Corp)

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Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Party to effect the Merger shall be subject to the fulfillment satisfaction (or waiver by all partiesParties) at or prior to the Effective Time of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Comverge, Inc.), Agreement and Plan of Merger (Southwall Technologies Inc /De/), Agreement and Plan of Merger (Solutia Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time Date of the following conditions:

Appears in 3 contracts

Samples: Merger Agreement (Cardionet Inc), Merger Agreement (Biotel Inc.), Merger Agreement (Biotel Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (satisfaction or waiver waiver, to the extent permitted by all parties) applicable law, at or prior to the Effective Time Time, of each of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Steelcase Inc), Agreement and Plan of Merger (Polyvision Corp), Agreement and Plan of Merger (Polyvision Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be subject to the fulfillment (or or, to the extent permitted by applicable law, waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Endo Pharmaceuticals Holdings Inc), Agreement and Plan of Merger (Endo Pharmaceuticals Holdings Inc), Agreement and Plan of Merger (Algos Pharmaceutical Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be subject to the fulfillment (or waiver by all partieseach of the parties to this Agreement (subject to Applicable Laws) at on or prior to the Effective Time Closing Date of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Chesapeake Utilities Corp), Agreement and Plan of Merger (Florida Public Utilities Co)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of the parties hereto to effect consummate the Merger shall be is subject to the fulfillment (or or, to the extent permitted by applicable Law, written waiver by all parties) at or the parties hereto prior to the Effective Time of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mission Community Bancorp), Voting and Support Agreement (Heritage Oaks Bancorp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Party to effect the Merger shall be subject to the fulfillment (or waiver by all partiesParties, to the extent permitted by applicable Law) at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Vistra Energy Corp), Agreement and Plan of Merger (Dynegy Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be is subject to the fulfillment (satisfaction or waiver by all parties) such party at or prior to the Effective Time of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Viking Systems Inc), Agreement and Plan of Merger (Conmed Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the parties to effect the Merger shall be subject to the fulfillment (or waiver by all partiessuch party) at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Itt Corp /Nv/), Agreement and Plan of Merger (Starwood Lodging Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party Party to effect the Merger shall be subject to the fulfillment (or waiver by all partieseach of the Parties to this Agreement (subject to Applicable Laws) at or prior to the Effective Time Closing Date of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Kbr, Inc.), Agreement and Plan of Merger (Regency Energy Partners LP)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior or, to the Effective Time extent permissible, waiver) of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Dover Saddlery Inc), Agreement and Plan of Merger (Stratos International Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be subject to the fulfillment (satisfaction or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Enterprise Acquisition Corp.), Agreement and Plan of Merger (Capitol Acquisition Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Party to effect the Merger shall will be subject to the fulfillment (or written waiver by all partiesParent and the Company) at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Eastman Chemical Co), Agreement and Plan of Merger (TAMINCO Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect consummate the Merger shall be is subject to the fulfillment (or waiver by all parties) fulfillment, at or prior to the Effective Time Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Proxima Corp), Agreement and Plan of Merger (Ask Asa)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect consummate the Merger shall be and other transactions contemplated hereby is subject to the fulfillment (or waiver waiver, to the extent permitted, by all the party (or parties) entitled to the benefit thereof) at or prior to the Effective Time of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (BFC Financial Corp), Agreement and Plan of Merger (BBX Capital Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be are subject to the fulfillment (satisfaction or waiver by all parties) such party at or prior to the Effective Time of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (CONMED Corp), Agreement and Plan of Merger (Conmed Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be is subject to the fulfillment (satisfaction or waiver (by all partiesthe parties to this Agreement) at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Forterra, Inc.), Agreement and Plan of Merger (Foundation Building Materials, Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to before the Effective Time Date of the following conditions:

Appears in 2 contracts

Samples: Plan and Agreement of Merger (US Alliance Corp), Plan and Agreement of Merger (US Alliance Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party hereto to effect the Merger shall be is subject to the fulfillment (satisfaction or waiver (to the extent permitted by all partiesapplicable Law) by such party at or prior to the Effective Time of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Gilead Sciences Inc), Agreement and Plan of Merger (Pharmasset Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time satisfaction of the following conditions:conditions (unless waived in accordance with the provisions of Section 8.5 hereof):

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Metro-Goldwyn-Mayer Inc), Agreement and Plan of Merger (LOC Acquisition CO)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be are subject to the fulfillment (satisfaction or waiver by all parties) at or waiver, where permissible, prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Infousa Inc), Agreement and Plan of Merger (Opinion Research Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties(where permissible) at or prior to the Effective Time of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Patterson Energy Inc), Agreement and Plan of Merger (Uti Energy Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by of all parties) of the following conditions precedent at or prior to the Effective Time of the following conditionsand Closing:

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (VCG Holding Corp), Confidential Treatment (VCG Holding Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time Closing of the following conditions:

Appears in 2 contracts

Samples: Merger Agreement (Centerprise Advisors Inc), Merger Agreement (Centerprise Advisors Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) each of the parties to this Agreement at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Zoltek Companies Inc), Agreement and Plan of Merger (TPC Group Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect consummate the Merger shall be transactions contemplated by this Agreement are subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of each of the following conditions, any or all of which may be waived in whole or in part by the party being benefited thereby, to the extent permitted by applicable law:

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Triquint Semiconductor Inc), Agreement and Plan of Merger (Pixelworks Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties, to the extent any such condition may be waived in compliance with applicable Law and this Agreement) at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Waste Industries Usa Inc), Agreement and Plan of Merger (Goldman Sachs Group Inc/)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all partiesthe Parent and the Company) at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Interactive Data Holdings Corp), Agreement and Plan of Merger (Interactive Data Corp/Ma/)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all partiesparties to the extent permitted by Law) at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Harman International Industries Inc /De/), Agreement and Plan of Merger (Cumulus Media Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger shall be subject to the fulfillment (satisfaction or waiver by all parties(where permissible pursuant to applicable Law) at on or prior to the Effective Time of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Peak Resorts Inc), Agreement and Plan of Merger (Vail Resorts Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party Party to effect consummate the Merger shall be and the other Transactions is subject to the fulfillment (or written waiver by all partiesthe Parties (to the extent permitted by applicable Law) at or prior to before the Effective Time of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Axsys Technologies Inc), Agreement and Plan of Merger (Otix Global, Inc.)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) satisfac tion at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Vencor Inc), Agreement and Plan of Merger (Transitional Hospitals Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be are subject to the fulfillment (or waiver by all partiesFirstbank and Mercantile) at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Firstbank Corp), Agreement and Plan of Merger (Mercantile Bank Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all partiesparties (other than Section 6.1(a) hereof, which may not be waived)) at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Hallwood Group Inc), Agreement and Plan of Merger (Hallwood Trust /Tx/)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be is subject to the fulfillment (satisfaction or waiver by all parties) at or prior to the Effective Time of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (ChinaEdu CORP), Agreement and Plan of Merger (ShangPharma Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party hereto to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Westaff Inc), Agreement and Plan of Merger (Sorensen Trust)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party hereto to effect the Merger shall be subject to the fulfillment (satisfaction or waiver by all parties(where permissible pursuant to applicable Law) at or prior to the Effective Time of each of the following conditions:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Intricon Corp)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time of the following conditions:: ***CONFIDENTIAL TREATMENT REQUESTED. 28

Appears in 1 contract

Samples: Agreement and Plan of Merger (Earthweb Inc)

Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to effect the Bancshares Merger shall be subject to the fulfillment (or waiver by all parties) at or prior to the Effective Time Closing Date of the following conditions:

Appears in 1 contract

Samples: Acquisition Agreement (Exchange National Bancshares Inc)

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