Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate the Merger are subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Hostess Brands, Inc.), Agreement and Plan of Merger (Bottomline Technologies Inc), Agreement and Plan of Merger (Counterpath Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are subject to the satisfaction fulfillment (or (to the extent permitted by Law) waiver by the Company and Parent Purchaser) at or prior to the Effective Time of the following conditions:
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Choiceone Financial Services Inc), Agreement and Plan of Merger (Macatawa Bank Corp), Agreement and Plan of Merger (Wintrust Financial Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction or waiver (to the extent permitted by Law) waiver by the Company and Parent at on or prior to the Effective Time Closing Date of the following conditions:
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Medytox Solutions, Inc.), Agreement and Plan of Merger (CollabRx, Inc.), Agreement and Plan of Merger (Amtech Systems Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Parties to effect the Merger and to consummate the Merger other transactions contemplated by this Agreement are subject to the satisfaction or (or, to the extent permitted by Law) , waiver by each of the Company and Parent Parties at or prior to the Merger Effective Time of the following conditions:
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Cottonwood Multifamily Reit Ii, Inc.), Agreement and Plan of Merger (Cottonwood Communities, Inc.), Agreement and Plan of Merger (Cottonwood Multifamily Reit I, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party Party to consummate effect the Merger are is subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Smith & Nephew PLC), Agreement and Plan of Merger (Osiris Therapeutics, Inc.), Agreement and Plan of Merger (Tyler Technologies Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the parties to consummate effect the Merger are shall be subject to the satisfaction or (to the extent waiver, where permitted by applicable Law) waiver by the Company and Parent , at or prior to the Effective Time of the following conditions:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (FNB Corp/Pa/), Agreement and Plan of Merger (FNB Corp/Pa/), Agreement and Plan of Merger (Howard Bancorp Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction or waiver (subject to the extent permitted by LawSection 1.4(c)) waiver by the Company and Parent at on or prior to the Effective Time of the following conditions:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (CDD Partners LTD Et Al), Agreement and Plan of Merger (Koninklijke Philips Electronics Nv), Agreement and Plan of Merger (Rental Service Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party hereto to consummate effect the Merger are subject to the satisfaction (or (to waiver in writing by Parent and the extent permitted by Company, if permissible under applicable Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 6 contracts
Samples: And (At Home Group Inc.), Agreement and Plan of Merger (At Home Group Inc.), Agreement and Plan of Merger (Control4 Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are is subject to the satisfaction or (or, to the extent permitted by applicable Law) , waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Seattle Genetics Inc /Wa), Agreement and Plan of Merger (Cascadian Therapeutics, Inc.), Agreement and Plan of Merger (Novartis Ag)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party Party to consummate the Merger are Transactions is subject to the satisfaction or (or, to the extent permitted by applicable Law) , waiver by all of the Company and Parent at or prior to the Effective Time Parties) of the following conditions:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (CBD Energy LTD), Agreement and Plan of Merger (Santa Fe Gold CORP), Agreement and Plan of Merger (CBD Energy LTD)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction or (or, to the extent permitted by applicable Law) , waiver by the Company and Parent at on or prior to the Effective Time Closing Date of the following conditions:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Fidelity National Financial, Inc.), Agreement and Plan of Merger (Alexanders J Corp), Agreement and Plan of Merger (Fidelity National Financial, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Parties to consummate the Merger are shall be subject to the satisfaction or waiver (to the extent permitted by permissible under applicable Law) waiver by Parent and the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Winner Medical Group Inc), Agreement and Plan of Merger (China TransInfo Technology Corp.), Agreement and Plan of Merger (China Security & Surveillance Technology, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction or (or, to the extent permitted by applicable Law) waiver by the Company and Parent at , waiver, on or prior to the Effective Time Closing Date of the following conditions:
Appears in 5 contracts
Samples: Merger Agreement (Yatra Online, Inc.), Agreement and Plan of Merger (Tivity Health, Inc.), Agreement and Plan of Merger (Nutri System Inc /De/)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction (or (to the extent permitted by waiver, if permissible under applicable Law) waiver by the Company and Parent at or prior to the Effective Time Closing of the following conditions:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Navigators Group Inc), Agreement and Plan of Merger (Hartford Financial Services Group Inc/De), Agreement and Plan of Merger (Endurance Specialty Holdings LTD)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of the Company and Parent to consummate the Merger are is subject to the satisfaction fulfillment or (to the extent permitted by Law) written waiver by the Company and Parent at or prior to before the Effective Time of each of the following conditions:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Summit Bancshares Inc /Tx/), Agreement and Plan of Merger (M&t Bank Corp), Agreement and Plan of Merger (Cullen Frost Bankers Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are shall be subject to the satisfaction fulfillment (or (to the extent permitted by Law) waiver by the Company and Parent Parent, to the extent permissible under applicable Law) at or prior to the Effective Time of the following conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Conversant, Inc.), Agreement and Plan of Merger (Alliance Data Systems Corp), Agreement and Plan of Merger (Dollar Tree Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Party to consummate effect the Merger are subject to the satisfaction or waiver (to the extent permitted by if permissible under applicable Law) waiver by the Company and Parent at on or prior to the Effective Time of the following conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Huttig Building Products Inc), Agreement and Plan of Merger (Cardiovascular Systems Inc), Agreement and Plan of Merger (Usg Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of the Acquiror and the Company to consummate the Merger are is subject to the satisfaction fulfillment or (to the extent permitted by Law) written waiver by the Acquiror and the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 4 contracts
Samples: 47 Agreement and Plan of Combination (North American Mortgage Co), Agreement and Plan of Merger (Centura Banks Inc), Agreement and Plan of Merger (Lakeview Financial Corp /Nj/)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are is subject to the satisfaction or waiver (to the extent permitted by Lawapplicable Law and other than the conditions set forth in Section 8.01(a) waiver which may not be waived by the Company and Parent any party) at or prior to the Effective Time of each of the following conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Campbell Thomas J), Agreement and Plan of Merger (Michael Baker Corp), Agreement and Plan of Merger (Michael Baker Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate the Merger are subject to the satisfaction satisfaction, or (to the extent permitted by Law) applicable law, the written waiver by the Company and Parent at or prior to before the Effective Time Time, of each of the following conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Flow International Corp), Agreement and Plan of Merger (Flow International Corp), Agreement and Plan of Merger (Flow International Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are shall be subject to the satisfaction or (to the extent permitted waiver in writing by Law) waiver by Parent and the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Omnicare Inc), Agreement and Plan of Merger (CVS HEALTH Corp), Agreement and Plan of Merger (CVS HEALTH Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party Party to consummate the Merger are subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Hill International, Inc.), Agreement and Plan of Merger (Hill International, Inc.), Agreement and Plan of Merger (Hill International, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are is subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at on or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Avedro Inc), Agreement and Plan of Merger (Sunedison, Inc.), Agreement and Plan of Merger (Vivint Solar, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The ---------------------------------------------------------- respective obligations obligation of each party Purchaser, Merger Sub and the Company to consummate effect the Merger are shall be subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent 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 (Hughes Electronics Corp), Agreement and Plan of Merger (Telocity Delaware Inc), Agreement and Plan of Merger (Telocity Delaware Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are and the other Transactions shall be subject to the satisfaction or (to the extent permitted by Law) written waiver by the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Lmi Aerospace Inc), Agreement and Plan of Merger (CD&R Associates VIII, Ltd.), Agreement and Plan of Merger (Emergency Medical Services CORP)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party Party to consummate effect the Merger are is subject to the satisfaction or (to the extent permitted by applicable Law) waiver by each of the Company and Parent Parties 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 (Hewlett Packard Enterprise Co), Agreement and Plan of Merger (Nimble Storage Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are is subject to the satisfaction or (or, to the extent permitted by applicable Law) , written waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Francisco Partners II LP), Agreement and Plan of Merger (PeopleSupport, Inc.), Agreement and Plan of Merger (Quadramed Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Parent, Merger Sub and the Company to consummate the Merger are shall be subject to the satisfaction or waiver (to the extent permitted by where permissible under applicable Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Merisel Inc /De/), Agreement and Plan of Merger (Memry Corp), Agreement and Plan of Merger (American Capital Strategies LTD)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Purchaser and Merger Sub to consummate the Merger are subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (FTD Inc), Agreement and Plan of Merger (FTD Inc), Agreement and Plan of Merger (United Online Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are shall be subject to the satisfaction fulfillment (or (to the extent permitted by Law) waiver in a writing signed by the Company and Parent Parent, to the extent permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving party) at or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Arotech Corp), Agreement and Plan of Merger (Tower International, Inc.), Agreement and Plan of Merger (Cambium Learning Group, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are is subject to the satisfaction or (to the extent permitted by Law) waiver by both Parent and the Company and Parent at on or prior to the Effective Time Closing Date of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (En Pointe Technologies Inc), Agreement and Plan of Merger (Hirsch International Corp), Agreement and Plan of Merger (Hirsch International Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party the Company and Buyer to effect the Merger and to consummate the Merger are other transactions contemplated hereby is subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at on or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Apple Hospitality Five Inc), Agreement and Plan of Merger (Apple Hospitality Two Inc), Agreement and Plan of Merger (Inland American Real Estate Trust, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are shall be subject to the satisfaction fulfillment (or (to the extent permitted by Law) waiver by the Company and Parent Parent, to the extent permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving party) at or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sherwin Williams Co), Agreement and Plan of Merger (Valspar Corp), Agreement and Plan of Merger (Airgas Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of Parent and the Company to consummate the Merger are is subject to the satisfaction fulfillment or (to the extent permitted by Law) written waiver by Parent and the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (People's United Financial, Inc.), Agreement and Plan of Merger (Smithtown Bancorp Inc), Agreement and Plan of Merger (Sterling Financial Corp /Pa/)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Partnership, the General Partner, Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction (or (to the extent permitted by waiver, if permissible under applicable Law) waiver by the Company and Parent at or prior to the Effective Time Closing of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (New Fortress Energy Inc.), Agreement and Plan of Merger (Golar LNG LTD), Agreement and Plan of Merger (Golar LNG Partners LP)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party Party to consummate effect the Merger are is subject to the satisfaction or (or, to the extent permitted by applicable Law) , written waiver by the Company and Parent Parties at or prior to the Effective Time of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Procentury Corp), Agreement and Plan of Merger (Meadowbrook Insurance Group Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party of the parties to consummate the Merger are shall be subject to the satisfaction (or (to the extent permitted by Law) waiver by the Company and Parent Parent, to the extent permissible under applicable Law) at or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Snyder's-Lance, Inc.), Agreement and Plan of Merger (Campbell Soup Co)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at on or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cognos Inc), Agreement and Plan of Merger (Applix Inc /Ma/)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are shall be subject to the satisfaction or (to before the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time Closing of the following conditions, unless waived in writing (if such waiver is permitted and effective under applicable Law) by both the Company and Parent:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Fairfax Financial Holdings LTD/ Can), Agreement and Plan of Merger (Allied World Assurance Co Holdings, AG)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate the Merger are subject to the satisfaction or waiver (to the extent permitted by applicable Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ntelos Holdings Corp.), Agreement and Plan of Merger (Shenandoah Telecommunications Co/Va/)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are shall be subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time Closing of the following conditions, unless waived by both Parent and Company:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tower Group, Inc.), Agreement and Plan of Merger (Tower Group, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate the Merger are subject to the satisfaction satisfaction, or (to the extent permitted by Law) applicable Legal Requirements, the written waiver by the Company and Parent at or prior to the Effective Time Time, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gsi Commerce Inc), Agreement and Plan of Merger (Gsi Commerce Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction or (or, to the extent permitted by applicable Law) , waiver by the Company and Parent at (in writing), on or prior to the Effective Time Closing Date of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Clarcor Inc.), Agreement and Plan of Merger (Parker Hannifin Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Purchaser, Merger Sub and Company to consummate effect the Merger are subject to the satisfaction or (or, to the extent permitted by applicable Law) , waiver by the Company and Parent at on or prior to the Effective Time Closing Date of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Wellpoint, Inc), Agreement and Plan of Merger (Amerigroup Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of the Acquiror, Acquiror Sub and the Company to consummate the Merger are is subject to the satisfaction fulfillment or (to the extent permitted by Law) written waiver by the Acquiror and the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Flag Financial Corp), Agreement and Plan of Merger (Cotton States Life Insurance Co /)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are shall be subject to the satisfaction or fulfillment (or, to the extent permitted by under applicable Law) , waiver by the Company Parent and Parent the Company) at or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SMART Global Holdings, Inc.), Agreement and Plan of Merger (SMART Modular Technologies (WWH), Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction or waiver (to the extent permitted by where permissible under applicable Law) waiver by the Company and Parent at or prior to the Effective Time Closing of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Material Sciences Corp), Agreement and Plan of Merger (Integramed America Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are shall be subject to the satisfaction or waiver (to the extent permitted by Applicable Law) waiver in writing by Parent and the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lifepoint Health, Inc.), Agreement and Plan of Merger (Calpine Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate the Merger transactions contemplated hereby are subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Trust Agreement (Bluegreen Vacations Holding Corp), Trust Agreement (Hilton Grand Vacations Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are is subject to the satisfaction or (to the extent permitted by Law) waiver by Parent and the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Uap Holding Corp), Agreement and Plan of Merger (Agrium Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate the Merger are subject to the satisfaction satisfaction, or (to the extent permitted by Law) applicable law, the written waiver by the Company and Parent at or prior to the Effective Time Time, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gsi Commerce Inc), Agreement and Plan of Merger (F5 Networks Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of Parent, Merger Sub, and the Company to consummate the Merger are is subject to the satisfaction fulfillment or (to the extent permitted by Law) written waiver by Parent and the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (M&t Bank Corp), Agreement and Plan of Merger (Provident Bankshares Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are and the transactions contemplated hereby is subject to the satisfaction (or (to the extent permitted by Law) waiver by AEP and the Company and Parent (acting pursuant to a resolution of the Special Committee)) at or prior to the Effective Time of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Icahn Enterprises L.P.), Agreement and Plan of Merger (Federal-Mogul Holdings Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate this Agreement to effect the Merger are is subject to the satisfaction or waiver (where permissible pursuant to the extent permitted by applicable Law) waiver by the Company and Parent in writing at or prior to the Effective Time of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ormat Technologies, Inc.), Agreement and Plan of Merger (Us Geothermal Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate the Merger are is subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or waiver, where permissible, prior to the Effective Time Time, of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gradall Industries Inc), Agreement and Plan of Merger (JLG Industries Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are and the other transactions contemplated hereby is subject to the satisfaction or (to the extent permitted waiver in writing by Law) waiver by Parent and the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Aly Nauman A), Vi Agreement and Plan of Merger (Interline Brands, Inc./De)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party Party to consummate effect the Merger are is subject to the satisfaction or (to the extent permitted by Law) waiver by Parent and the Company and Parent at on or prior to the Effective Time Merger Closing Date of the following conditions:
Appears in 2 contracts
Samples: Support and Tender Agreement (Bed Bath & Beyond Inc), Agreement and Plan of Merger (Cost Plus Inc/Ca/)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of Parent, Merger Sub and the Company to consummate effect the Merger are is subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (RDA Microelectronics, Inc.), Agreement and Plan of Merger (Spreadtrum Communications Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are will be subject to the satisfaction or (satisfaction, or, to the extent permitted by applicable Law) , waiver by Parent and the Company and Parent Company, at or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Elecsys Corp), Agreement and Plan of Merger (Lindsay Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party Party to consummate effect the Merger are will be subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions, any and all of which may be waived in whole or in part by the Company and the Parent to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Horizon Global Corp), Agreement and Plan of Merger (Meridian Bioscience Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger and the other transactions contemplated herein are subject to the satisfaction (or (to the extent permitted by waiver, if permissible under applicable Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pre Paid Legal Services Inc), Agreement and Plan of Merger (Pre Paid Legal Services Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Parties to this Agreement to effect the Merger and to consummate the Merger other transactions contemplated by this Agreement are subject to the satisfaction or (or, to the extent permitted by Law) , waiver by each of the Company and Parent Parties at or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Retail Properties of America, Inc.), Agreement and Plan of Merger (Kite Realty Group, L.P.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent, Intermediate Holdco and Merger Sub, to consummate effect the Merger are subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Management and Advisory Agreement (Gannett Co., Inc.), Management and Advisory Agreement (New Media Investment Group Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Parent, Merger Sub and the Company to consummate the Merger are shall be subject to the satisfaction or waiver (to the extent permitted by Lawwhere permissible under applicable Laws) waiver by the Company and Parent at or prior to the Effective Time Time, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kellwood Co), Agreement and Plan of Merger (Kellwood Co)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Party to consummate effect the Merger are shall be subject to the satisfaction fulfillment (or (to the extent permitted by Law) waiver by the Company and Parent at Parent, to the extent permissible under applicable Law) on or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Endologix Inc /De/), Agreement and Plan of Merger (TriVascular Technologies, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent, Holdco, Merger Sub 1 and Merger Sub 2 to consummate effect the Merger are subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cigna Corp), Agreement and Plan of Merger (Express Scripts Holding Co.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are is subject to the satisfaction or (to the extent permitted by Law) waiver (except as provided otherwise in this Section 8.01) by both Parent and the Company and Parent at on or prior to the Effective Time Closing Date of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Synergx Systems Inc), Agreement and Plan of Merger (Firecom Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are subject to the satisfaction (or (to waiver in writing by Parent and the extent permitted by Company, if permissible under applicable Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of the Company and the Buyer Parties to consummate effect the Merger are is subject to the satisfaction or waiver (to the extent permitted by applicable Law, and in any event in writing) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are is subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:conditions (except with respect to the Requisite Company Vote required under Section 7.1(a), which is not waivable):
Appears in 1 contract
Samples: Merger and Sponsorship Transaction Agreement (TerraForm Power, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent, Holdco and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction (or (to the extent permitted by waiver, if permissible under applicable Law) waiver by the Company and Parent at or prior to the Effective Time Closing of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (OneBeacon Insurance Group, Ltd.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate the Merger are is subject to the satisfaction fulfillment or (to the extent permitted by Law) written waiver by Acquiror and the Company and Parent at or prior to before the Effective Time of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Mid-State Bancshares)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Parent, Merger Sub and the Company to consummate effect the Merger are shall be subject to the satisfaction (or (to the extent permitted by waiver, if permissible under Applicable Law) waiver by the Company and Parent at on or prior to the Effective Time Closing of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (1Life Healthcare Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party of the Company and Buyer Parties to consummate effect the Merger are is subject to the satisfaction or (to the extent waiver, if permitted by Law) waiver by the Company applicable Law and Parent at or prior to the Effective Time in writing, of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Quality Distribution Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Parties to consummate effect the Merger are shall be subject to the satisfaction or (or, to the extent permitted by Law) law, waiver by the Company each of Heritage and Parent Washington Banking, at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Heritage Financial Corp /Wa/)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are shall be subject to the satisfaction or fulfillment (or, to the extent permitted by applicable Law) , waiver by Parent and the Company and Parent Company) at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (ProSight Global, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are subject to the satisfaction or waiver (to in writing by Parent and the extent permitted by LawCompany) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are shall be subject to the satisfaction fulfillment (or (to the extent permitted by Law) waiver in a writing signed by the Company and Parent at or prior Parent, to the extent permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving party) as of the Effective Time of each of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Party to consummate effect the Merger are shall be subject to the satisfaction fulfillment (or (to the extent permitted by Law) waiver by the Company Parent and Parent the Company, if permissible under applicable Law) at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (National Financial Partners Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the parties to consummate effect the Merger are shall be subject to the satisfaction or (or, to the extent permitted by applicable Law) , the waiver by the Company Boron and Parent Silicon) at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are shall be subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions, any and all of which may be waived in whole or in part by the Company, Parent or Merger Sub, as the case may be, to the extent permitted by Applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (J Net Enterprises Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Party to consummate effect the Merger are shall be subject to the satisfaction fulfillment (or (to the extent permitted by Law) waiver by the Company and Parent Parent, to the extent permissible under applicable Law) at or prior to the Effective Time Closing of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party hereto to consummate effect the Merger are shall be subject to the satisfaction (or (to the extent permitted by Law) waiver written waiver, if permissible under applicable law, by the Company Parent and Parent at or the Company) prior to the Effective Time of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or valid waiver (to the extent permitted by Lawwhere permissible) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Young Innovations Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party the Parties to consummate the Merger are shall be subject to the satisfaction or waiver (to the extent permitted by permissible under applicable Law) waiver by Parent and the Company and Parent at or Special Committee (on behalf of the Company) prior to the Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (China Advanced Construction Materials Group, Inc)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party hereto to consummate effect the Merger are subject to the satisfaction (or (to waiver in writing by Parent Holdco, Parent and the extent permitted by Company, if permissible under applicable Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Global Brass & Copper Holdings, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are is subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions, any and all of which may be waived in whole or in part by the Company, Parent or Merger Sub, as the case may be, to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Party to consummate effect the Merger are subject to the satisfaction (or (to waiver in writing by Parent and the extent permitted by Company, if permissible under applicable Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are shall be subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions, any and all of which may be waived in whole or in part by the Company and the Parent Parties to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cooper Tire & Rubber Co)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of Parent, Purchaser and Seller to consummate the Merger are is subject to the satisfaction fulfillment or (to the extent permitted by Law) written waiver by the Company Parent, Purchaser and Parent at or Seller prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate the Merger are subject to the satisfaction or (to the extent permitted by Law) waiver by each of the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Finjan Holdings, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party of Parent, Merger Sub and the Company to consummate effect the Merger are subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Company, Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time Closing of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Columbus Acquisition Corp)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party of Acquiror, Acquiror Sub and Company to consummate the Merger are is subject to the satisfaction fulfillment or (to the extent permitted by Law) written waiver by the Acquiror and Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to consummate effect the Merger are will be subject to the satisfaction or (satisfaction, or, to the extent permitted by Law) , waiver by Parent and the Company and Parent Company, at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate the Merger are subject to the satisfaction or waiver (to the extent permitted by Law) waiver by the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Helix Technologies, Inc.)
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party Parent, Merger Sub and the Company to consummate the Merger are subject to the satisfaction or mutual waiver by Parent, Merger Sub and the Company (where permissible pursuant to the extent permitted by applicable Law) waiver by the Company and Parent at or prior to the Effective Time Closing Date of each of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are shall be subject to the satisfaction or (to the extent or, if permitted by applicable Law) , waiver by Parent, Merger Sub and the Company and Parent at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations obligation of each party to effect the Merger and consummate the Merger are other Transactions is subject to the satisfaction or (to the extent permitted by Law) waiver by the Company and Parent such party at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Merger. The respective obligations of each party to consummate effect the Merger are shall be subject to the satisfaction fulfillment (or (waiver by Parent and the Company to the extent permitted by applicable Law) waiver by the Company and Parent at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Titanium Asset Management Corp)
