Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 8 contracts
Samples: Purchase Agreement (Avanos Medical, Inc.), Purchase Agreement (Halyard Health, Inc.), Purchase Agreement (Owens & Minor Inc/Va/)
Conditions to Obligation of Buyer. The obligation obligations of Buyer under this Agreement to consummate complete the transactions contemplated by this Agreement shall be hereby are subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, of each Closing Date of the following conditions:conditions (all or any of which may be waived in whole or in part by Buyer):
Appears in 6 contracts
Samples: Asset Purchase Agreement (Icn Pharmaceuticals Inc), Asset Purchase Agreement (Icn Pharmaceuticals Inc), Asset Purchase Agreement (Dura Pharmaceuticals Inc/Ca)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate complete the transactions contemplated by this Agreement shall be hereby is subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, of each Closing Date of the following conditions:conditions (all or any of which may be waived in whole or in part by Buyer):
Appears in 4 contracts
Samples: Asset Purchase Agreement (Medicis Pharmaceutical Corp), Asset Purchase Agreement (Medicis Pharmaceutical Corp), Asset Purchase Agreement (Medicis Pharmaceutical Corp)
Conditions to Obligation of Buyer. The obligation obligations of Buyer to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiverwaiver (to the extent permitted by Law) by Buyer, at or prior to the Closing, of each of the following conditions:
Appears in 4 contracts
Samples: Purchase Agreement (Ribbon Communications Inc.), Purchase Agreement (American Virtual Cloud Technologies, Inc.), Purchase Agreement (American Virtual Cloud Technologies, Inc.)
Conditions to Obligation of Buyer. The obligation obligations of Buyer to consummate the transactions contemplated by this Agreement shall be Purchase are also subject to the fulfillment or written waiver, at or prior to the ClosingClosing Date, of each of the following conditions:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Gleacher & Company, Inc.), Asset Purchase Agreement (National Australia Bank LTD), Asset Purchase/Liability Assumption Agreement (Homeside International Inc)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be and the Ancillary Agreements is subject to the fulfillment satisfaction or written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Iteris, Inc.), Asset Purchase Agreement (Iteris, Inc.)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be is subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing Date of the following conditionsconditions unless waived by Buyer in its sole discretion:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Department 56 Inc), Stock Purchase Agreement (Compass Group Diversified Holdings LLC), Stock Purchase Agreement (Brown Forman Corp)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated to be performed by this Agreement shall be it in connection with the Closing is subject to satisfaction of the fulfillment or written waiverfollowing conditions, any of which Buyer may waive if it executes a writing so stating at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Fonix Corp), Merger Agreement (Fonix Corp)
Conditions to Obligation of Buyer. The obligation obligations of Buyer to consummate the transactions contemplated by this Agreement shall be Transactions is also subject to the fulfillment satisfaction or written waiver, waiver in writing by Buyer at or prior to the Closing, of each Closing of the following conditions:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Biohaven Research Ltd.), Membership Interest Purchase Agreement (Biohaven Pharmaceutical Holding Co Ltd.)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment satisfaction or written waiver, waiver at or prior to the Closing, of each Closing of the following conditions:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Myers Industries Inc), Stock Purchase Agreement (Myers Industries Inc)
Conditions to Obligation of Buyer. The obligation of Buyer to, and to cause the relevant Designated Buyers to, consummate the transactions contemplated by this Agreement shall be Closing is subject to the fulfillment satisfaction of the following further conditions:
(a) Each Seller shall have performed or written waivercomplied with, at in each case, in all material respects, all of its obligations hereunder required to be performed by it on or prior to the Closing, of each of the following conditions:Closing Date.
Appears in 2 contracts
Samples: Asset Purchase Agreement (James River Coal CO), Asset Purchase Agreement (James River Coal CO)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be hereby is also subject to the fulfillment or written waiver, at or waiver by Buyer prior to the Closing, Closing Date of each of the following conditions:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Parks America, Inc), Asset Purchase Agreement (Compuware Corp)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement herein shall be subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, of each Closing Date of the following additional conditions, unless waived in writing by Buyer:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Platte Chemical Co), Stock Purchase Agreement (Pilgrims Pride Corp)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be hereby is subject to the fulfillment satisfaction or Xxxxx’s written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Asset Purchase Agreement (LeapCharger Corp), Asset Purchase Agreement (Blue Chip Technologies Corp.)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be Transactions is also subject to the fulfillment or written waiversatisfaction or, to the extent permitted by applicable Law, waiver in writing by Buyer at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Craft Brew Alliance, Inc.)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each Closing of the following conditions:, any one or more of which may be waived in whole or in part by Buyer (waiver of a condition to Closing shall not waive any claim Buyer may have hereunder for indemnification or otherwise in respect of the non-fulfillment of such condition):
Appears in 1 contract
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be hereby is subject to the fulfillment satisfaction or Buyer’s written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Conditions to Obligation of Buyer. The Buyer's obligation of Buyer to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment satisfaction or written waiver, at waiver on or prior to the Closing, Closing of each of the following conditions:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Delta Petroleum Corp/Co)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated to be performed by this Agreement shall be it in connection with the Closing is subject to the fulfillment satisfaction, or written waiverwaiver by Buyer, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Asset Purchase Agreement (Mettler Toledo International Inc/)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be is also subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditions, any one or more of which may be waived by Buyer:
Appears in 1 contract
Samples: Asset and Stock Purchase Agreement (Darden Restaurants Inc)
Conditions to Obligation of Buyer. The Buyer’s obligation of Buyer to consummate the transactions contemplated by this Agreement shall and to take the other actions required to be taken by Buyer at Closing is subject to the fulfillment or written waiversatisfaction, at or prior to the before Closing, of each of the following conditions:conditions (any of which may be waived by Buyer in its sole discretion, in whole or in part): 55
Appears in 1 contract
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement at each Closing shall be subject to the fulfillment or written waiverwaiver by Buyer in its sole discretion, at or prior to the each Closing, of each of the following conditions:
Appears in 1 contract
Samples: Asset Purchase Agreement
Conditions to Obligation of Buyer. The obligation obligations of Buyer under this Agreement to consummate complete the transactions contemplated by this Agreement shall be hereby are subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, of each Closing of the following conditions:conditions (all or any of which may be waived by Buyer in whole or in part but such waiver shall be in writing):
Appears in 1 contract
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated to be performed by this Agreement shall be it in connection with the Closing is subject to the fulfillment satisfaction or written waiver, at or prior waiver (such waiver to the Closing, of each be in Writing and executed by Buyer) of the following conditionsconditions as of the Closing:
Appears in 1 contract
Conditions to Obligation of Buyer. The obligation obligations of Buyer under this Agreement to purchase the Purchased Assets and to consummate the other transactions contemplated by this Agreement shall be is subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, each of which may be waived in whole or in part by Buyer in its sole discretion:
Appears in 1 contract
Samples: Asset Purchase Agreement (Caraustar Industries Inc)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate effect the transactions contemplated by this Agreement shall be hereby is subject to the fulfillment or written waiver, at of the following conditions on or prior to the Closing, of each of the following conditions:Closing Date (unless otherwise waived in writing by Buyer).
Appears in 1 contract
Samples: Asset Purchase Agreement (OneTravel Holdings, Inc.)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate effect the transactions contemplated by this Agreement shall be hereby is subject to the fulfillment or written waiversatisfaction, at on or prior to the ClosingClosing Date, of each of the following conditionsconditions unless waived, in whole or in part, by Buyer:
Appears in 1 contract
Conditions to Obligation of Buyer. The obligation obligations of Buyer to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiverand satisfaction, at on or prior to the ClosingClosing Date, of each of the following conditions, any one or more of which may only be waived in writing, in whole or in part, by Buyer:
Appears in 1 contract
Conditions to Obligation of Buyer. The obligation of Buyer to consummate effect the transactions contemplated by this Agreement shall be is subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, of each Closing Date of the following conditionsconditions unless waived, in whole or in part, by Buyer:
Appears in 1 contract
Samples: Stock Purchase Agreement (Noranda Aluminum Acquisition CORP)
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions:conditions (unless waived by Buyer):
Appears in 1 contract
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by this Agreement shall be Transaction is subject to the fulfillment or written waiver, at or prior to the Closing, Closing Date of each of the following conditions:, any or all of which may be waived in whole or part by Buyer to the extent permitted by applicable law.
Appears in 1 contract
Conditions to Obligation of Buyer. The Buyer's obligation of Buyer to consummate the transactions contemplated by this Agreement shall and to take the other actions required to be taken by Buyer at the Closing is subject to the fulfillment or written waiversatisfaction, at or prior to before the Closing, of each of the following conditions:conditions (any of which may be waived by Buyer, in whole or in part):
Appears in 1 contract
Conditions to Obligation of Buyer. The obligation of Buyer to consummate the transactions contemplated by Closing under this Agreement shall be is subject to the fulfillment or written waiver, at or prior to the Closing, satisfaction of each all of the following conditions:, compliance with which, or the occurrence of which, may be waived in writing by Buyer in its sole discretion.
Appears in 1 contract
