Common use of Conditions to Obligation of the Company to Effect the Merger Clause in Contracts

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger shall be further subject to the satisfaction, on or prior to the Closing Date, of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5: (a) Performance of Obligations of Parent and Merger Sub. Parent and Merger Sub will have performed in all material respects their agreements and covenants contained in or contemplated by this Agreement, which are required to be performed by them at or prior to the Effective Time.

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger shall be further subject to the satisfaction, on or prior to the Closing Date, of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5: (a) Performance of Obligations of the Parent and the Merger Sub. The Parent (and/or its appropriate Subsidiaries) and the Merger Sub will have performed in all material respects their respective agreements and covenants contained in or contemplated by this Agreement, Agreement which are required to be performed by them at or prior to the Effective Time.

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger shall be further subject to the satisfaction, on or prior to the Closing Date, of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5:8.5. (a) Performance of Obligations of Parent and Merger SubParent. Parent (and Merger Sub will its appropriate subsidiaries) shall have performed in all material respects their its agreements and covenants contained in Article VI and shall have performed in all material respects its other agreements and covenants contained in or contemplated by this Agreement, which are required Agreement to be performed by them it at or prior to the Effective Time.

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger shall be further subject to the satisfaction, on or prior to the Closing Date, of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5:. (a) Performance of Obligations of Parent and Merger SubParent. Parent (and Merger Sub will its appropriate subsidiaries) shall have performed in all material respects their its agreements and covenants contained in Section 6.1 and shall have performed in all material respects its other agreements and covenants contained in or contemplated by this Agreement, which are required Agreement to be performed by them it at or prior to the Effective Time.

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger shall be further subject to the satisfaction, on or prior to the Closing Date, of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5:: 55 (a) Performance of Obligations of Parent and Merger SubNewco. Parent (and/or the appropriate Parent Subsidiaries, as applicable) and Merger Sub will Newco shall have performed in all material respects their its agreements and covenants contained in or contemplated by this Agreement, Agreement which are required to be performed by them it at or prior to the Merger Effective Time.

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger shall be is further subject to the satisfaction, on satisfaction (or prior waiver by the Company to the Closing Date, extent permitted by applicable Law) of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5: (a) Performance of Obligations (i) the representations and warranties of Parent and Merger Sub. Parent Sub set forth in Section 4.12(a) (after giving effect to the lead-in in Article 4) shall be true and Merger Sub will have performed correct in all material respects their agreements at and covenants contained in or contemplated by as of the date of this AgreementAgreement and at and as of Closing, which are required to be performed by them as if made at or prior to the Effective Time.and as of such time;

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger shall be further subject to the satisfactionsatisfaction (or waiver by the Company), on or prior to the Closing Date, of each of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5: : (a) Performance of Obligations of Parent and Merger SubParent. Parent and Merger Sub will shall have performed in all material respects their each of its agreements and covenants contained in or contemplated required by this Agreement, which are required Agreement to be so performed by them Parent at or prior to the Effective TimeClosing.

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger shall be further subject to the satisfaction, on or prior to the Closing Date, of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5: (a) Performance of Obligations of Parent and Merger SubNewco. Parent (and/or the appropriate Parent Subsidiaries, as applicable) and Merger Sub will Newco shall have performed in all material respects their its agreements and covenants contained in or contemplated by this Agreement, Agreement which are required to be performed by them it at or prior to the Merger Effective Time.

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger shall be further subject to the satisfactionsatisfaction (or waiver by the Company), on or prior to the Closing Date, of each of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5: (a) Performance of Obligations of Parent and Merger SubParent. Parent and Merger Sub will shall have performed in all material respects their each of its agreements and covenants contained in or contemplated required by this Agreement, which are required Agreement to be so performed by them Parent at or prior to the Effective TimeClosing.

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger or cause the Merger to be effected shall be further subject to the satisfaction, on or prior to the Closing Date, of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5:10.5. (a) Performance of Obligations of Parent and Merger SubParent. Parent and Merger Sub will shall have performed in all material respects their its agreements and covenants contained in or contemplated by this Agreement, which are Agreement required to be performed by them it at or prior to the Effective Time, except as otherwise contemplated by Section 10.1(d).

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger shall be further subject to the satisfaction, on or prior to the Closing Date, of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5: (a) Performance of Obligations of Parent and Merger Sub. Parent and Merger Sub will have performed in all material respects their agreements and covenants contained in or contemplated by this Agreement, which are required to be performed by them at or prior to the Effective Time.

Conditions to Obligation of the Company to Effect the Merger. The obligation of the Company to effect the Merger shall be further subject to the satisfaction, on or prior to the Closing Date, Date of the following conditions, except as may be waived by the Company in writing pursuant to Section 9.5:. (a) Performance of Obligations of Parent and Merger SubParent. Parent and Merger Sub will (and/or its appropriate subsidiaries) shall have performed in all material respects their its agreements and covenants contained in or contemplated by this Agreement, which are required Agreement to be performed by them it at or prior to the Effective Time.