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

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares and the obligation of Seller to sell the Shares to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 7 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Clean Energy Fuels Corp.), Stock Purchase Agreement (Blount International Inc)

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Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller to sell the Shares Acquired Assets to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 7 contracts

Samples: Membership Interest Purchase Agreement (Comstock Inc.), Membership Interest Purchase Agreement (AMERICAN BATTERY TECHNOLOGY Co), Membership Interest Purchase Agreement (AMERICAN BATTERY TECHNOLOGY Co)

Conditions to Each Party’s Obligation. The obligation of Purchaser the Acquirer to purchase and pay for the Acquired Shares and the obligation of Seller the Company to issue and sell the Acquired Shares to Purchaser the Acquirer is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 4 contracts

Samples: Credit Agreement (Santander Holdings USA, Inc.), Investment Agreement (Santander Holdings USA, Inc.), Investment Agreement (Santander Holdings USA, Inc.)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Transferred Assets and the obligation of Seller to, or to sell cause the Shares Seller Affiliates to, sell, transfer, assign and deliver the Transferred Assets to Purchaser is subject to the satisfaction (or waiver by Purchaser and Seller) on or prior to the Closing Date of the following conditions:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Pinnacle Foods Inc.), Asset Purchase Agreement (McCormick & Co Inc), Asset Purchase Agreement (Church & Dwight Co Inc /De/)

Conditions to Each Party’s Obligation. The obligation of the Purchaser to purchase and pay for the Shares and the obligation of Seller to sell complete the Shares to Purchaser Transactions is subject to the satisfaction or waiver by both the Purchaser and the Seller on or prior to the Closing Purchase Date, of each of the following conditions:

Appears in 3 contracts

Samples: Purchase Agreement (CLST Holdings, Inc.), Purchase Agreement (CLST Holdings, Inc.), Purchase Agreement (CLST Holdings, Inc.)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Seller Shares and the obligation of each Seller to sell the Seller Shares to Purchaser is subject to the satisfaction or waiver on or prior to the Closing Date of the following conditions:

Appears in 2 contracts

Samples: Share Purchase Agreement (DHT Holdings, Inc.), Share Purchase Agreement (DHT Holdings, Inc.)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares and the obligation of Seller to sell and transfer the Shares to Purchaser is subject to the satisfaction (or waiver by Purchaser and Seller) on or prior to the Closing Date of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Milacron Inc), Stock Purchase Agreement (Kennametal Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Acquired Assets from Seller, and the obligation of Seller to sell the Shares Acquired Assets to Purchaser Buyer, is subject to the satisfaction (or waiver by Seller and Purchaser) on or prior to the Closing date of the following conditions:

Appears in 2 contracts

Samples: Purchase Agreement (Huntsman Polymers Corp), Purchase Agreement (Huntsman Packaging Corp)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Partnership Interests and the obligation of Seller Sellers to sell the Shares Partnership Interests to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 2 contracts

Samples: Securities Purchase Agreement (Paincare Holdings Inc), Securities Purchase Agreement (Paincare Holdings Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares and the obligation of Seller each of Sellers to sell the Shares to Purchaser is subject to the satisfaction or (or, where legally permissible, waiver by Purchaser and Sellers) on or prior to the Closing Date of each of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Wireless Telecom Group Inc), Stock Purchase Agreement (Wireless Telecom Group Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares and the obligation of Seller to sell the Shares to Purchaser is subject to the satisfaction (or waiver by Purchaser and Seller) on or prior to the Closing Date of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Milacron Inc), Stock Purchase Agreement (Primedia Co Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller to sell the Shares Acquired Assets to Purchaser is subject to the satisfaction or waiver on or prior to the Closing Date of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Dynamics Research Corp), Technology Transfer Agreement (Dynamics Research Corp)

Conditions to Each Party’s Obligation. The obligation obligations of Purchaser Buyer to purchase and pay for the Shares Acquired Assets and the obligation of Seller to sell the Shares Acquired Assets to Purchaser is Buyer shall be subject to the satisfaction or waiver on or prior to the Closing Date of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ault Inc), Asset Purchase Agreement (Digi International Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Purchased Shares and the obligation of Seller to sell the Purchased Shares to Purchaser is subject to the satisfaction or or, to the extent permitted by Applicable Law, waiver on or prior to the Closing of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Anglogold Ashanti LTD), Stock Purchase Agreement (Newmont Mining Corp /De/)

Conditions to Each Party’s Obligation. The obligation of ------------------------------------- Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller to sell the Shares Acquired Assets to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Potlatch Corp)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Transferred Assets and the obligation obligations of Seller to sell sell, transfer, assign and deliver the Shares Transferred Assets to Purchaser is subject to the satisfaction (or waiver by Purchaser and Seller) on or prior to the Closing Date of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Clarient, Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller to sell the Shares Acquired Assets to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Cytec Industries Inc/De/)

Conditions to Each Party’s Obligation. The obligation of the Purchaser to purchase and pay for the Shares Membership Interests from the Seller, and the obligation of the Seller to sell the Shares Membership Interests to Purchaser the Purchaser, is subject to the satisfaction (or waiver by both such parties) on or prior to the Closing Date of the following conditions:

Appears in 1 contract

Samples: Common Unit Purchase Agreement (Jones Apparel Group Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase the Acquired Assets and pay for assume the Shares Assumed Liabilities and the obligation of Seller to sell the Shares Acquired Assets to Purchaser is subject to the satisfaction or waiver on at or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (TigerLogic CORP)

Conditions to Each Party’s Obligation. The -------------------------------------- obligation of Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller to sell sell, assign, transfer, convey and deliver the Shares Acquired Assets to Purchaser is shall be subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Northrop Grumman Corp)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase the Shares, the Warrant and pay for the Shares Voting Share and the obligation of Seller Company to sell and issue the Shares to Purchaser is Shares, the Warrant and the Voting Share shall be subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Banyan Systems Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares shares of Common Stock and Preferred Stock and the obligation of Seller Sellers to sell the Shares shares of Common Stock and Preferred Stock to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Ecollege Com)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Initial Shares and the obligation of Seller to sell the Initial Shares to Purchaser is subject to the satisfaction or waiver on or prior to the Initial Closing Date of the following conditions:

Appears in 1 contract

Samples: Shareholders Agreement (Companhia De Bebidas Das Americas-Ambev)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller to sell the Shares Acquired Assets to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:: (a)

Appears in 1 contract

Samples: Asset Purchase Agreement      asset Purchase Agreement (SCP Pool Corp)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Acquired Assets and assume the Assumed Liabilities and the obligation of Seller to sell sell, or procure the Shares sale of, the Acquired Assets to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditionscondition:

Appears in 1 contract

Samples: Asset Purchase Agreement (Biovail Corp International)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Sale Shares and the obligation of the Seller to sell the Sale Shares to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Purchase Agreement (Globix Corp)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller and Seller Sub to sell the Shares Acquired Assets to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Broadwing Inc)

Conditions to Each Party’s Obligation. The obligation of the Purchaser to purchase and pay for the Shares Initial Membership Interests from the Seller, and the obligation of the Seller to sell the Shares Initial Membership Interests to Purchaser the Purchaser, is subject to the satisfaction (or waiver by both such parties) on or prior to the Initial Closing Date of the following conditions:

Appears in 1 contract

Samples: Master Purchase Agreement (Jones Apparel Group Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller to sell sell, assign, transfer, convey and deliver the Shares Acquired Assets to Purchaser is shall be subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (North Atlantic Trading Co Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller Sellers to sell the Shares Acquired Assets to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (U S Realtel Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser the Buyer to purchase and pay for the Shares Purchased Assets and the obligation of Seller the Sellers to sell sell, transfer, assign and deliver the Shares Purchased Assets to Purchaser the Buyer is subject to the satisfaction (or waiver by the Buyer and the Sellers) on or prior to the Closing Date of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (American Retirement Corp)

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Conditions to Each Party’s Obligation. The obligation of Purchaser Buyer to purchase and pay for the Shares and the obligation of Seller to sell the Shares to Purchaser Buyer is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Share Purchase Agreement (Regis Corp)

Conditions to Each Party’s Obligation. The obligation of Purchaser the Company to purchase the Acquired Assets and pay for assume the Shares Assumed Liabilities and the obligation of each Seller to sell the Shares Acquired Assets to Purchaser the Company is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Elan Corp PLC)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller to sell the Shares Acquired Assets to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:: 4858-6402-6462.2 29042144.15/060690.0001

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Comstock Inc.)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller to sell sell, assign, convey and deliver the Shares Acquired Assets to Purchaser is shall be subject to the satisfaction or waiver on or prior to the Closing of the following conditionscondition:

Appears in 1 contract

Samples: Asset Purchase Agreement (Quarterdeck Corp)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares LLC Interests and the obligation of Seller Sellers to sell the Shares LLC Interests to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Paincare Holdings Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares and the obligation of Seller to sell the Shares to Purchaser is subject to the satisfaction or waiver on or prior to the Closing Date of the following conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (White Mountains Insurance Group LTD)

Conditions to Each Party’s Obligation. The obligation obligations of Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of Seller to sell the Shares Acquired Assets to Purchaser is shall be subject to the satisfaction or waiver on or prior to the Closing Date of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Ault Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Transferred Assets, and the obligation of Seller to sell sell, transfer, assign and deliver the Shares Transferred Assets to Purchaser is Purchaser, are subject to the satisfaction (or waiver by Purchaser and Seller) on or prior to the Closing Date of the following conditions:

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Potlatchdeltic Corp)

Conditions to Each Party’s Obligation. The obligation of the Purchaser to purchase and pay for the Shares Purchased Assets and the obligation of Seller the Sellers to sell the Shares Purchased Assets to the Purchaser is subject to the satisfaction or waiver on at or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Master Purchase Agreement (Convergys Corp)

Conditions to Each Party’s Obligation. The obligation of Purchaser the Buyer to purchase and pay for the Shares Acquired Assets and the obligation of the Seller to sell the Shares Acquired Assets to Purchaser the Buyer is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Amerihost Properties Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser Buyer to purchase and pay for the Shares Acquired Assets and the obligation of Seller Seller~~ to sell the Shares Acquired Assets to Purchaser Buyer is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Mercury Computer Systems Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares and the obligation of Seller Company to sell and issue the Shares to Purchaser is Shares, shall be subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Medscape Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Subject Shares and the obligation of Seller to sell the Subject Shares to Purchaser is subject to the satisfaction or waiver on at or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Agilysys Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase the Acquired Assets and pay for assume the Shares Assumed Liabilities and the obligation of Seller to sell the Shares Acquired Assets to Purchaser is subject to the satisfaction or waiver on at or prior to the Closing of the following conditionscondition that:

Appears in 1 contract

Samples: Asset Purchase Agreement (Synchronoss Technologies Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser the Purchasers to purchase and pay for the Subject Shares and the obligation of Seller the Sellers to sell the Subject Shares to Purchaser the Purchasers is subject to the satisfaction or waiver on at or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Purchase Agreement (KMG Chemicals Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase purchase, acquire, accept and pay for the Shares Transferred Assets and to assume the Assumed Liabilities, and the obligation of Seller to, or to sell cause the Shares Seller Parties to, sell, transfer, assign and deliver the Transferred Assets to Purchaser Purchaser, is subject to the satisfaction (or waiver in writing by both Purchaser and Seller) on or prior to before the Closing Date of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (B&G Foods, Inc.)

Conditions to Each Party’s Obligation. The obligation obligations of the Purchaser to purchase and pay for the Shares Acquired Assets and the obligation of the Seller to sell the Shares Acquired Assets to the Purchaser is shall be subject to the satisfaction or waiver on or prior to the Closing Date of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Electro Sensors Inc)

Conditions to Each Party’s Obligation. The obligation of Purchaser to purchase and pay for the Shares Interests and the obligation of the Seller to sell the Shares Interests to Purchaser is subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Purchase Agreement (Globix Corp)

Conditions to Each Party’s Obligation. The obligation of Purchaser each Buyer to purchase and pay for the Shares Purchased Assets, and the obligation of each Seller to sell sell, assign, transfer, convey and deliver the Shares Purchased Assets to Purchaser is Buyers, shall be subject to the satisfaction or waiver on or prior to the Closing of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Imo Industries Inc)

Conditions to Each Party’s Obligation. The obligation of the Purchaser to purchase and pay for the Shares and the obligation of Seller to sell the Shares to the Purchaser is subject to the satisfaction (or waiver waiver) on or prior to the Closing Date of the following conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Factset Research Systems Inc)

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