Conditions to Each Party’s Obligations. The obligation of the parties hereto to proceed with the Closing is subject to the satisfaction on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 22 contracts
Samples: Merger Agreement (Navios Maritime Partners L.P.), Merger Agreement (Navios Maritime Containers L.P.), Merger Agreement (Navios Maritime Partners L.P.)
Conditions to Each Party’s Obligations. The obligation of the parties hereto Parties to proceed with the Closing is subject to the satisfaction on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party Party by such other partiesParty:
Appears in 15 contracts
Samples: Contribution, Conveyance, Assignment and Assumption Agreement (Remora Royalties, Inc.), Contribution, Conveyance, Assignment and Assumption Agreement (Remora Royalties, Inc.), Contribution, Conveyance, Assignment and Assumption Agreement (Kimbell Royalty Partners, LP)
Conditions to Each Party’s Obligations. The obligation of the parties hereto each Party to proceed with consummate the Closing is subject to the satisfaction (or waiver by such Party) on or prior to the Closing Date of all each of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:.
Appears in 5 contracts
Samples: Stock Purchase Agreement and Agreement and Plan of Merger, Purchase and Sale Agreement (Dynegy Inc.), Membership Interest Purchase Agreement (Dynegy Inc.)
Conditions to Each Party’s Obligations. The obligation obligations of the parties hereto Parties to proceed with effect the Closing is are subject to the satisfaction (or written waiver by each Party) on or prior to the Closing Date of all each of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 4 contracts
Samples: Stock Purchase Agreement (SPX Corp), Merger Agreement (Ladenburg Thalmann Financial Services Inc.), Purchase and Sale Agreement (Vantiv, Inc.)
Conditions to Each Party’s Obligations. The obligation respective obligations of the parties hereto each party to proceed with the Closing is shall be subject to the satisfaction on fulfillment or, to the extent permissible, waiver at or prior to the Closing Date of all Effective Time of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ixia), Merger Agreement (Ixia), Merger Agreement (Ixia)
Conditions to Each Party’s Obligations. The obligation of the parties Parties hereto to proceed with the Closing is subject to the satisfaction on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party Party by such other partiesParty:
Appears in 3 contracts
Samples: Contribution Agreement (Energy Transfer Partners, L.P.), Contribution Agreement (Oge Energy Corp.), Contribution Agreement (Energy Transfer Equity, L.P.)
Conditions to Each Party’s Obligations. The obligation respective obligations of the parties hereto each Party to proceed with the Closing is subject to the satisfaction or waiver by each of the Parties (subject to applicable law) on or prior to the Closing Date of all of the following conditions:
(a) no pending investigation, inquiry, proceeding or claim shall have been initiated or received by or asserted against a Party by any one or more Person that seeks to impede the Transactions; and
(b) no Material Adverse Effect with respect to any of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:Parties shall have occurred between the date hereof and the Closing Date.
Appears in 2 contracts
Samples: Equity Restructuring Agreement (PBF Logistics LP), Equity Restructuring Agreement (PBF Energy Co LLC)
Conditions to Each Party’s Obligations. The obligation obligations of the parties hereto each party to proceed with consummate the Closing is shall be subject to the satisfaction or written waiver (where permissible under the terms hereof and applicable Law) of the following conditions on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other partiesDate:
Appears in 2 contracts
Samples: Share Exchange Agreement (Nac Global Technologies, Inc.), Stock Purchase Agreement (Miller Herman Inc)
Conditions to Each Party’s Obligations. The obligation respective obligations of the parties hereto each party to proceed with effect the Closing is are subject to the satisfaction or waiver on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Yumanity Therapeutics, Inc.), Asset Purchase Agreement (XBiotech Inc.)
Conditions to Each Party’s Obligations. The obligation of the parties hereto to proceed with the Closing is subject to the satisfaction on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other partiesparty:
Appears in 2 contracts
Samples: Merger Agreement (Plains All American Pipeline Lp), Merger Agreement (Pacific Energy Partners Lp)
Conditions to Each Party’s Obligations. The obligation respective obligations of the parties each party hereto to proceed with effect the Closing is are subject to the satisfaction or waiver (to the extent permitted by applicable Law and other than the conditions set forth in Section 9.1(b) which may not be waived by any party) on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 2 contracts
Samples: Transaction Agreement and Plan of Merger (BellRing Distribution, LLC), Transaction Agreement and Plan of Merger (Post Holdings, Inc.)
Conditions to Each Party’s Obligations. The obligation of the parties hereto to proceed with the Closing is subject to the satisfaction on or prior to the Closing Date of all of the following conditions, any one or more of which (other than the condition set forth in Section 6.1(a)) may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 2 contracts
Samples: Merger Agreement (QEP Midstream Partners, LP), Merger Agreement (Tesoro Logistics Lp)
Conditions to Each Party’s Obligations. The obligation of the parties hereto each Party to proceed with consummate the Closing is subject to the satisfaction (or waiver in writing by such Party) on or prior to the Closing Date of all each of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Dynegy Inc.), Membership Interest Purchase Agreement (Dynegy Inc.)
Conditions to Each Party’s Obligations. The obligation obligations of the parties hereto each Party to proceed with consummate the Closing is are subject to the satisfaction of the following conditions on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other partiesDate:
Appears in 2 contracts
Samples: Unit Purchase Agreement (Monster Worldwide, Inc.), Unit Purchase Agreement (Monster Worldwide, Inc.)
Conditions to Each Party’s Obligations. The obligation obligations of the parties each Party hereto to proceed with effect the Closing is shall be subject to the reasonable satisfaction on or prior to and as of the Closing Date of all each of the following conditions, any one or more all of which may be waived (to the extent legally permissible) in writingwaived, in whole or in part, as to a party by such other partiesBuyer and Seller:
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (Stabilis Solutions, Inc.)
Conditions to Each Party’s Obligations. The obligation of the parties hereto to proceed with the Closing contemplated hereby is subject to the satisfaction on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 1 contract
Samples: Purchase Agreement (Kinder Morgan Energy Partners L P)
Conditions to Each Party’s Obligations. The obligation respective obligations of the parties hereto each Party to proceed with the Closing is shall be subject to the satisfaction (or waiver, to the extent permissible under applicable Law) on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 1 contract
Conditions to Each Party’s Obligations. The obligation of the parties hereto to proceed with the Closing is subject to the satisfaction on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 1 contract
Conditions to Each Party’s Obligations. The obligation of the parties hereto each Party to proceed with consummate the Closing is subject to the satisfaction (or waiver by such Party) on or prior to the Closing Date of all each of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:.
Appears in 1 contract
Samples: Asset Purchase Agreement
Conditions to Each Party’s Obligations. The obligation of the parties hereto each Party to proceed with effect the Closing is subject to the satisfaction satisfaction, on or prior to the Closing Date of all Date, of the following conditions, any one or more of which may be waived (jointly by the Buyer and the Seller to the extent legally permissible) in writing, in whole or in part, as to a party permitted by such other partiesapplicable Law:
Appears in 1 contract
Conditions to Each Party’s Obligations. The obligation of the parties hereto Parties to proceed with the Closing is subject to the satisfaction on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived waived, in whole or in part (to the extent legally permissible) ), by all of the Parties in writing, in whole or in part, as to a party by such other parties:
Appears in 1 contract
Conditions to Each Party’s Obligations. The obligation of the parties hereto Parties to proceed with the Closing is subject to the satisfaction on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party Party by such each other partiesParty:
Appears in 1 contract
Conditions to Each Party’s Obligations. The obligation of the parties hereto each Party to proceed with effect the Closing is subject to the satisfaction satisfaction, on or prior to the Closing Date of all Date, of the following conditions, any one or more of which may be waived (jointly by the Buyer and the Seller to the extent legally permissible) in writing, in whole or in part, as to a party permitted by such other parties:applicable Law:
Appears in 1 contract
Samples: Share Purchase Agreement (JOYY Inc.)
Conditions to Each Party’s Obligations. The obligation of the parties -------------------------------------- hereto to proceed with the Closing contemplated hereby is subject to the satisfaction on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 1 contract
Samples: Purchase Agreement (Santa Fe Pacific Pipeline Partners Lp)
Conditions to Each Party’s Obligations. The Unless waived by such Party in writing, each Party’s obligation of to consummate the parties hereto transactions to proceed be performed by them in connection with the Closing is shall be subject to the satisfaction satisfaction, on or prior to the Closing Date Date, of all each of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 1 contract
Samples: Stock Purchase Agreement (LRAD Corp)
Conditions to Each Party’s Obligations. The obligation obligations of the parties each party hereto to proceed with effect the Closing is shall be subject to the satisfaction on or prior to and as of the Closing Date of all each of the following conditions, any one or more all of which may be waived (to the extent legally permissible) in writingwaived, in whole or in part, as to a party the extent permitted by such other partiesapplicable Law:
Appears in 1 contract
Samples: Purchase Agreement (Exelon Corp)
Conditions to Each Party’s Obligations. The respective obligation of the parties hereto each Party to proceed with this Agreement to effect the Closing is subject to the satisfaction or waiver, to the extent permitted by Law, on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 1 contract
Samples: Equity Purchase Agreement (Isle of Capri Casinos Inc)
Conditions to Each Party’s Obligations. The obligation of the parties hereto each Party to proceed with consummate the Closing is subject to the satisfaction (or waiver by such Party) on or prior to the Closing Date of all each of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 1 contract
Conditions to Each Party’s Obligations. The obligation obligations of the parties hereto Parties to proceed with effect the Closing is are subject to the satisfaction (or written waiver by each Party, if permissible under Applicable Law) on or prior to the Closing Date of all each of the following conditions, any one or more of which may be waived (to the extent legally permissible) in writing, in whole or in part, as to a party by such other parties:
Appears in 1 contract
