Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 32 contracts
Samples: Merger Agreement (Marijuana Co of America, Inc.), Merger Agreement (United Online Inc), Merger Agreement (Caprius Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein hereby shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 11 contracts
Samples: Merger Agreement (Research Pharmaceutical Services, Inc.), Merger Agreement (Ecost Com Inc), Merger Agreement (Zhone Technologies Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect consummate the Merger and the other transactions contemplated herein shall be subject to the satisfaction (or waiver, if permissible under Law) at or prior to the Effective Time of each of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 9 contracts
Samples: Merger Agreement (U.S. Silica Holdings, Inc.), Merger Agreement (Patriot Transportation Holding, Inc.), Merger Agreement (Patriot Transportation Holding, Inc.)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein by this Agreement shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 6 contracts
Samples: Merger Agreement (Tegal Corp /De/), Merger Agreement (Tween Brands, Inc.), Merger Agreement (Dress Barn Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived by agreement of Acquiror and the Company, in whole or in part, to the extent permitted by applicable Law:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Quovadx Inc), Agreement and Plan of Merger (Royal Gold Inc), Merger Agreement (Battle Mountain Gold Exploration Corp.)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein hereby shall be subject to the satisfaction satisfaction, or waiver, at or prior to the Effective Time Closing Date, of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 5 contracts
Samples: Merger Agreement (Hecla Mining Co/De/), Merger Agreement (Mines Management Inc), Merger Agreement (Hecla Mining Co/De/)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Holding Company Merger and the any other transactions contemplated herein to be consummated pursuant hereto at the Effective Time shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived in writing, in whole or in part, to the extent permitted by applicable Law:
Appears in 5 contracts
Samples: Merger Agreement (Placer Sierra Bancshares), Merger Agreement (Foothill Independent Bancorp), Merger Agreement (Foothill Independent Bancorp)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein hereby shall be subject to the satisfaction at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waivedwaived in writing by the parties hereto, in whole or in part, to the extent permitted by applicable Lawlaw:
Appears in 5 contracts
Samples: Merger Agreement (Harte Hanks Communications Inc), Merger Agreement (Affiliated Computer Services Inc), Merger Agreement (Dimark Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall hereby will be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived by the party entitled to the benefit thereof, in whole or in part, to the extent permitted by applicable Law:
Appears in 4 contracts
Samples: Merger Agreement (Clean Harbors Inc), Merger Agreement (Netscape Communications Corp), Merger Agreement (Barksdale James L)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 4 contracts
Samples: Merger Agreement (Medical Device Alliance Inc), Merger Agreement (Arthrocare Corp), Merger Agreement (Aim Group Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction satisfaction, or waiver (in the case of the Company, upon the approval of the Special Committee), at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 4 contracts
Samples: Merger Agreement (Hailiang Education Group Inc.), Merger Agreement (China Customer Relations Centers, Inc.), Merger Agreement (Qihoo 360 Technology Co LTD)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by Section 7.4 and applicable Law:
Appears in 4 contracts
Samples: Merger Agreement (Citizens Republic Bancorp, Inc.), Merger Agreement (Firstmerit Corp /Oh/), Merger Agreement (American Physicians Capital Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect consummate the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 4 contracts
Samples: Merger Agreement (Waddell & Reed Financial Inc), Merger Agreement (Callidus Software Inc), Merger Agreement (Concur Technologies Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived by unanimous consent of both parties, in whole or in part, to the extent permitted by applicable Law:
Appears in 3 contracts
Samples: Merger Agreement (Amc Entertainment Inc), Merger Agreement (Marquee Holdings Inc.), Merger Agreement (LCE Mexican Holdings, Inc.)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger Mergers and the other transactions contemplated herein Transactions to which they are a party shall be subject to the satisfaction at or prior to the First Effective Time of the following conditions, any or all of which may be waivedwaived in a writing signed by each of the Company and Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 3 contracts
Samples: Merger Agreement (Absci Corp), Merger Agreement (Relay Therapeutics, Inc.), Merger Agreement (Exact Sciences Corp)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction satisfaction, or waiver, at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 3 contracts
Samples: Merger Agreement (Lawson Software, Inc.), Merger Agreement (Beverly Enterprises Inc), Merger Agreement (Sabre Holdings Corp)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein Mergers shall be subject to the satisfaction or waiver at or prior to the Effective Time Closing of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Merger Agreement (Merck & Co Inc), Merger Agreement (Schering Plough Corp)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein Transactions related thereto shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived in writing by a party with respect only to itself, in whole or in part, to the extent permitted by applicable Applicable Law:
Appears in 2 contracts
Samples: Merger Agreement (Mantech International Corp), Merger Agreement (Navisite Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived in writing by each of the parties, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Merger Agreement (Fermavir Pharmaceuticals, Inc.), Merger Agreement (Inhibitex, Inc.)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time Date of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Merger Agreement (Ophidian Pharmaceuticals Inc), Merger Agreement (Ophidian Pharmaceuticals Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein in this Agreement shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Merger Agreement (Andrx Corp /De/), Merger Agreement (Watson Pharmaceuticals Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein hereby shall be subject to the satisfaction at or prior to the Effective Time Closing of the following conditions, any or all of which may be waivedwaived by the parties hereto, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Merger Agreement (Dresser Industries Inc /De/), Merger Agreement (Pen Interconnect Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect consummate the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions:
(a) The Purchaser shall have accepted for payment, any or caused to be accepted for payment, all of which may be waived, Shares validly tendered and not withdrawn in whole or in part, to the extent permitted by applicable Law:Offer.
Appears in 2 contracts
Samples: Merger Agreement (Corning Inc /Ny), Merger Agreement (Alliance Fiber Optic Products Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Merger Agreement (First Health Group Corp), Merger Agreement (Coventry Health Care Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect consummate the Merger and the other transactions contemplated herein hereby, including the Merger, shall be subject to the satisfaction at or prior to the Effective Time Closing of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law, by the Company, Parent and Merger Sub:
Appears in 2 contracts
Samples: Merger Agreement (E.W. SCRIPPS Co), Merger Agreement (E.W. SCRIPPS Co)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein hereby shall be subject to the satisfaction at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waivedwaived by agreement of the Parties, in whole or in part, to the extent permitted by applicable Law:.
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party hereto to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Merger Agreement (ZAGG Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein hereby shall be subject to the satisfaction satisfaction, or waiver, at or prior to the Effective Time Closing of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Merger Agreement (Guitar Center Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived by agreement of Acquiror and Company, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by Section 8.17 and applicable Law:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction or waiver (in the case of the Company, upon the approval of the Special Committee), at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Merger Agreement (China Fire & Security Group, Inc.)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time Closing of the following conditions, conditions (any or all of which may be waivedwaived in writing by a Party with respect only to itself, in whole or in part, to the extent permitted by applicable Law:):
Appears in 1 contract
Samples: Merger Agreement (Deltek, Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein hereby shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived by the parties hereto, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and consummate the other transactions contemplated herein by this Agreement shall be subject to the satisfaction at or prior to the Effective Time Closing of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by Section 9.15 and applicable Law:
Appears in 1 contract
Samples: Merger Agreement (Nuvasive Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Merger Agreement (Guitar Center Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect consummate the Merger and the other transactions contemplated herein shall be subject to the satisfaction or, to the extent permitted by Law, waiver, at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived by agreement of Parent and Company, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect consummate the Merger Share Purchase and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time Closing of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Share Purchase Agreement (Tessera Technologies Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction satisfaction, at or prior to the Effective Time Time, of the following conditions, any or all of which may be waivedwaived by mutual agreement of Parent and the Company, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Merger Agreement (Clubcorp Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction satisfaction, or waiver (in the case of the Company, upon the approval of the Independent Committee), at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Merger Agreement (China Nuokang Bio-Pharmaceutical Inc.)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein by this Agreement shall be subject to the satisfaction at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Merger Agreement (Mediware Information Systems Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived in writing, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein hereby shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, conditions (any or all of which may be waivedwaived by the parties hereto in writing, in whole or in part, to the extent permitted by applicable Law:):
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein hereby shall be subject to the satisfaction at or prior to the Effective Time Closing of the following conditions, any or all of which may be waivedwaived by the parties hereto, in whole or in part, to the extent permitted by applicable Law:: AGREEMENT AND PLAN OF MERGER -48-
Appears in 1 contract
Samples: Merger Agreement (Halliburton Co)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect consummate the Merger and the any other transactions contemplated herein to be consummated pursuant hereto at the Effective Time shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived in writing, in whole or in part, to the extent permitted by applicable Applicable Law:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein hereby shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction satisfaction, at or prior to the Effective Time Time, of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Merger Agreement (Jamdat Mobile Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction or waiver (where permissible) at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger Mergers and the other transactions contemplated herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, by Trikon and Aviza, to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect consummate the Merger and the any other transactions contemplated herein to be consummated pursuant hereto at the Effective Time shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waivedwaived in writing, by any Party, in whole or in part, if and to the extent permitted by applicable Applicable Law:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein shall be subject to the satisfaction satisfaction, at or prior to the Effective Time Time, of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
(a) Company Stockholders Approval. The Company Stockholders Approval shall have been obtained.
Appears in 1 contract
Samples: Merger Agreement (Aviall Inc)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein Mergers shall be subject to the satisfaction at or prior to the Effective Time Closing of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by Section 7.4 and applicable Law:
Appears in 1 contract
Samples: Merger Agreement (Liberty Property Limited Partnership)
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated herein by this Agreement shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Lawlaw:
Appears in 1 contract
Conditions to Obligations of Each Party Under This Agreement. The respective obligations of each party Party to effect the Merger and the other transactions contemplated Transactions herein shall be subject to the satisfaction satisfaction, or waiver (in the case of the Company, upon the approval of the Independent Committee), at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract