Common use of Conditions to Obligations of Seller Clause in Contracts

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing is subject to the satisfaction or waiver by Seller on or prior to the Closing Date of the following additional conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Yumanity Therapeutics, Inc.), Asset Purchase Agreement (XBiotech Inc.)

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Conditions to Obligations of Seller. The obligation of Seller to effect complete the Closing transactions contemplated by this Agreement is subject to the satisfaction satisfaction, or waiver (if permitted by Seller on applicable Law) by Seller, at or prior to the Closing Date of the following additional conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (NanoString Technologies Inc), Asset Purchase Agreement (Clovis Oncology, Inc.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing Acquisition is subject to the satisfaction or waiver by Seller on or fulfillment prior to the or at Closing Date of the following additional conditionsconditions with respect to Purchaser, any one or more of which may be waived in writing in whole or in part by Parent Seller:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Integrated Device Technology Inc), Asset Purchase Agreement (Integrated Device Technology Inc)

Conditions to Obligations of Seller. The obligation obligations of the Seller to effect cause the Transferred Assets to be sold and to take the other actions required to be taken by the Seller at the Closing is are subject to the satisfaction (or waiver by Seller on waiver), at or prior to the Closing Date Closing, of the following additional conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ideal Power Inc.), Asset Purchase Agreement (Ideal Power Inc.)

Conditions to Obligations of Seller. The obligation of Seller hereunder to effect consummate the Closing Transactions is subject to the satisfaction satisfaction, at or waiver by Seller on or prior to before the Closing Date Closing, of each of the following additional conditions:conditions (all or any of which may be waived in whole or in part by Seller in its sole discretion):

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Dayton Power & Light Co), Purchase and Sale Agreement (Dayton Power & Light Co)

Conditions to Obligations of Seller. The obligation of Seller’s obligations to consummate the Share Purchase and take the other actions required to be taken by Seller to effect at the Closing is are subject to the fulfillment or satisfaction or waiver by Seller as of the Closing, of each of the following conditions on or prior to before the Closing Date (it being understood that any one or more of the following additional conditions:conditions may be waived by Seller in a writing signed on behalf of Seller):

Appears in 2 contracts

Samples: Share Purchase Agreement (Sigma Designs Inc), Share Purchase Agreement (Exar Corp)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing is shall be subject to the satisfaction or fulfillment (or, in Seller’s sole discretion, written waiver by Seller on Seller) at or prior to the Closing Date of the following additional conditions:

Appears in 2 contracts

Samples: Portfolio Acquisition Agreement (NorthStar Healthcare Income, Inc.), Portfolio Acquisition Agreement and Interest Purchase and Sale Agreement (Northstar Realty Finance Corp.)

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing is subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of each of the following additional conditions:conditions (any of which may be waived by Seller in whole or in part):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Combinatorx, Inc), Asset Purchase Agreement (Combinatorx, Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect the proceed with Closing is subject to the satisfaction or waiver by Seller on or prior to the Closing Date of the following additional conditions, any or all of which may be waived in whole or in part by Seller:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Resolute Energy Corp), Stock Purchase Agreement (Eagle Rock Energy Partners L P)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect sell the Shares at the Closing is shall be subject to the satisfaction or waiver by Seller on or prior to the Closing Date of the following additional conditionscondition unless waived by Seller:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Usaa Real Estate Co), Stock Purchase Agreement (Usaa Real Estate Co)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is transactions contemplated hereby are subject to the satisfaction (or waiver waiver, in whole or in part, by Seller on in its sole discretion, to the extent permitted by applicable Law), at or prior to the Closing Date Closing, of each of the following additional conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Maxeon Solar Technologies, Ltd.), Asset Purchase Agreement (Complete Solaria, Inc.)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the transactions contemplated by this Agreement at the Closing is subject to the satisfaction by Buyer or waiver by Seller on or prior to the Closing Date of the following additional conditions, on or before the Closing Date:

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Stancorp Financial Group Inc), Purchase and Sale Agreement (Wellpoint Health Networks Inc /Ca/)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Transactions and to take the other actions to be taken by Seller at the Closing is subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of each of the following additional conditions:conditions (any of which may be waived in writing in whole or in part by Seller):

Appears in 2 contracts

Samples: Stock Purchase Agreement (Rowan Companies Inc), Stock Purchase Agreement (Joy Global Inc)

Conditions to Obligations of Seller. The obligation Seller’s obligations to consummate the sale, transfer and delivery of Seller the Purchased Assets to effect Buyer and the Closing is other transactions contemplated hereby are subject to the satisfaction fulfillment or waiver by Seller satisfaction, on or prior to and as of the Closing Date Closing, of each of the following additional conditions:conditions (any one or more of which may be waived by Seller in writing):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Neoforma Inc), Asset Purchase Agreement (I Many Inc)

Conditions to Obligations of Seller. The obligation obligations of the Seller to effect consummate the Closing is Transactions are subject to the satisfaction or waiver by Seller on or prior to the Closing Date of the following additional conditions, any and all of which may be waived in whole or in part by Seller to the extent permitted by applicable Law:

Appears in 2 contracts

Samples: Business Combination Agreement (Alternus Clean Energy, Inc.), Business Combination Agreement (Clean Earth Acquisitions Corp.)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the transactions to be performed by it in connection with the Closing is subject to satisfaction of the satisfaction or waiver by Seller following conditions on or prior to the Closing Date of the following additional conditionsClosing:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Stanadyne Corp), Asset Purchase Agreement (Gentek Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect complete the Closing Transactions is subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of the following additional conditions:

Appears in 2 contracts

Samples: Stock and Asset Purchase Agreement (Bausch & Lomb Corp), Asset Purchase Agreement (Catalyst Pharmaceuticals, Inc.)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the transaction to be performed by it in connection with the Closing is subject to the satisfaction or waiver by Seller on or prior to the Closing Date of all of the following additional conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Healthy Fast Food Inc), Asset Purchase Agreement (Healthy Fast Food Inc)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect the Transactions and the other actions to be taken at the Closing is are further subject to the satisfaction or waiver by Seller on or prior to the Closing Date of the following additional conditions:

Appears in 2 contracts

Samples: Purchase Agreement (Amerigas Finance Corp), Purchase Agreement (Amerigas Finance Corp)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the transactions to be performed by it at the Closing is are, at the option of Seller, subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of the following additional conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Comshare Inc), Asset Purchase Agreement (Jda Software Group Inc)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect the Closing is hereunder are subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of the following additional conditions, unless waived by the Seller:

Appears in 2 contracts

Samples: Purchase Agreement (Ophidian Pharmaceuticals Inc), Purchase Agreement (Ophidian Pharmaceuticals Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing transactions contemplated hereby is also subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of the following additional conditions: (a) [omitted].

Appears in 2 contracts

Samples: Stock Purchase Agreement (Fidelity National Financial, Inc.), Stock Purchase Agreement (Landamerica Financial Group Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing Transactions is also subject to the satisfaction or waiver by Seller on at or prior to the SPA Closing Date of the following additional conditions:

Appears in 2 contracts

Samples: Share Purchase Agreement (Magicjack Vocaltec LTD), Share Purchase Agreement (B. Riley FBR, Inc.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect proceed with the Closing is are subject to the satisfaction or waiver by Seller on or prior to the Closing Date of all of the following additional conditions:, any one or more of which may be waived, in whole or in part, by Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Accumed International Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Transactions and to take the other actions to be taken by Seller at the Closing is subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of each of the following additional conditions:conditions (any of which may be waived in whole or in part by Seller subject to the provisions of Section 11.5):

Appears in 1 contract

Samples: Asset Purchase Agreement (HD Partners Acquisition CORP)

Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated hereby and to effect the each applicable Closing is shall be subject to the satisfaction satisfaction, or written waiver by Seller on or prior (to the Closing Date extent permitted by Law), of the following additional conditionsconditions at the Effective Time:

Appears in 1 contract

Samples: Purchase Agreement (Discover Financial Services)

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing is also subject to the satisfaction (or written waiver by Seller Seller) on or prior to the Closing Date of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (SPX Corp)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing is shall be subject to the satisfaction fulfillment (or waiver by Seller on in writing), at or prior to the Closing Date Date, of the following additional conditions, which Buyer agrees to use reasonable efforts to cause to be fulfilled:

Appears in 1 contract

Samples: Stock Purchase Agreement (Fiserv Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing transactions contemplated by this Agreement is subject to the satisfaction of (or written waiver by by) Seller on or prior to as of the Closing Date of the following additional conditions:.

Appears in 1 contract

Samples: Asset Purchase Agreement (Prism Technologies Group, Inc.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is Transaction will be subject to the satisfaction satisfaction, or written waiver by Seller on Seller, at or prior to before the Closing Date of each of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Virage Logic Corp)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is Transaction are subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of the following additional conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable law, by Seller:

Appears in 1 contract

Samples: Equity Purchase Agreement (22nd Century Group, Inc.)

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing is subject to the satisfaction (or waiver by Seller Seller) on or prior to before the Closing Date Closing, of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Great American Family Parks Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing Transactions is subject to the satisfaction satisfaction, at or waiver by Seller on or prior to before the Closing Date Closing, of each of the following additional conditions, any of which conditions may be waived by Seller in its sole discretion:

Appears in 1 contract

Samples: Asset Purchase Agreement

Conditions to Obligations of Seller. The obligation At the option of Seller Sellers, the obligations of Sellers to effect complete the Closing is sale of the Shares are further subject to the fulfilment, to the reasonable satisfaction or waiver by Seller of Sellers, on or prior to before the Closing Date Closing, of the following additional conditions:

Appears in 1 contract

Samples: Share Purchase Agreement (Central European Media Enterprises LTD)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is transactions contemplated hereby are subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of the following additional conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law, by Seller:

Appears in 1 contract

Samples: Stock Purchase Agreement (Fiesta Restaurant Group, Inc.)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing is subject to the satisfaction or waiver by Seller satisfaction, on or prior to the Closing Date Date, of each of the following additional conditions:, any one or more of which may be waived in writing, in whole or in part, by Seller (in Seller’s sole discretion):

Appears in 1 contract

Samples: Purchase and Sale Agreement (Summit Midstream Partners, LP)

Conditions to Obligations of Seller. The obligation obligations of Seller to consummate and effect the Closing is Share Purchase shall be subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of each of the following additional conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 1 contract

Samples: Share Purchase Agreement (Nuance Communications, Inc.)

Conditions to Obligations of Seller. The obligation Unless otherwise waived, in whole or in part, in writing by Seller, the obligations of Seller to effect the Closing is consummation of the transactions contemplated hereunder shall be subject to the satisfaction or waiver by Seller on or prior to at the Closing Date of each of the following additional conditions, any of which may be waived by Seller and any of which shall be deemed waived to the extent not satisfied if the Closing occurs:

Appears in 1 contract

Samples: Asset Purchase Agreement (Comarco Inc)

Conditions to Obligations of Seller. The obligation of Seller or any other Seller Party to effect consummate the Closing is Transactions shall be subject to the satisfaction or written waiver by Seller on in its sole discretion, at or prior to before the Closing Date Closing, of each of the following additional conditions:

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing transactions contemplated hereby is also subject to the satisfaction or waiver by Seller on Seller, at or prior to the Closing Date Date, of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Capital Southwest Corp)

Conditions to Obligations of Seller. The obligation obligations of Seller required to effect be performed by it at the Closing is shall be subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of each of the following additional conditions:, each of which may be waived by it as provided herein, except as otherwise provided by applicable law: 9.1

Appears in 1 contract

Samples: Asset Purchase Agreement (Worldtex Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the sale of the Membership Interests and to take the other actions to be taken by Seller at the Closing is subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of each of the following additional conditions:conditions (any of which may be waived in whole or in part by Seller):

Appears in 1 contract

Samples: Purchase and Sale Agreement (Clean Harbors Inc)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect the Closing is hereunder are subject to the satisfaction satisfaction, or waiver in writing by Seller Seller, on or prior to the Closing Date Date, of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Sunamerica Inc)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is transaction provided for herein are expressly made subject to the satisfaction of the following conditions, which are solely for the benefit of the Seller and which the Seller alone may waive in whole or waiver by Seller in part in the Seller’s sole discretion, and which shall otherwise be satisfied and fulfilled on or prior to the Closing Date of the following additional conditionsDate:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Daybreak Oil & Gas Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing is further subject to the satisfaction or waiver (by Seller on Seller) at or prior to the Closing Date of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Tivity Health, Inc.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Transactions with respect to an Interest to be transferred at each Closing is are subject to satisfaction or, at the satisfaction or option of Seller, waiver by Seller on or prior to the Closing Date of each of the following additional conditionsconditions applicable to such Interest:

Appears in 1 contract

Samples: Purchase Agreement (Ares Private Markets Fund)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing Acquisition is further subject to the satisfaction (or waiver by Seller on or Seller) of the following conditions prior to the Closing Date of the following additional conditionsClosing:

Appears in 1 contract

Samples: Purchase and Sale Agreement (First Solar, Inc.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect the Closing is shall be subject to satisfaction (or waiver, in whole or in part, to the satisfaction or waiver extent permitted by Seller applicable Law, by Seller) on or prior to and as of the Closing Date of each of the following additional conditions:

Appears in 1 contract

Samples: Purchase Agreement (Exelon Corp)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the transactions to be consummated by it at the Closing is are subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of each of the following additional conditions:conditions (any of which may be waived by Seller in its sole discretion):

Appears in 1 contract

Samples: Asset Purchase Agreement (First Horizon Pharmaceutical Corp)

Conditions to Obligations of Seller. The obligation of Seller to, or to effect cause the Closing Seller Affiliates to, sell, transfer, assign and deliver the Transferred Assets is subject to the satisfaction (or waiver in writing by Seller Seller) on or prior to the Closing Date of the following additional conditions:

Appears in 1 contract

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

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is Transactions are subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of the following additional conditions, any one or more of which may be waived in writing at the option of Seller:

Appears in 1 contract

Samples: Asset Purchase Agreement (Scott's Liquid Gold - Inc.)

Conditions to Obligations of Seller. The obligation of Seller Seller’s obligations to effect sell the Shares and to take the other actions required to be taken by it at the Closing is are subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of each or the following additional conditions:conditions (unless waived in writing by Seller):

Appears in 1 contract

Samples: Stock Purchase Agreement (Validus Holdings LTD)

Conditions to Obligations of Seller. The Unless waived in writing by Seller, the obligation of Seller hereunder to effect consummate the Closing Transactions is subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of the following additional conditions:

Appears in 1 contract

Samples: Secured Party Sale Agreement (Us Dry Cleaning Corp)

Conditions to Obligations of Seller. The obligation All obligations of Seller to effect at the Closing is hereunder are subject to the satisfaction (or waiver in writing by Seller on Buyer) at or prior to the Closing Date of each of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Gray Communications Systems Inc /Ga/)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing is shall be subject to the satisfaction or Seller’s waiver by Seller on or prior (to the Closing Date extent permitted by applicable Law) in its sole discretion, at or before the Closing, of each of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Elanco Animal Health Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing is shall be subject to the satisfaction fulfillment (or written waiver by Seller on Seller) at or prior to before the Closing Date of the following additional conditions:conditions (collectively, the “Seller Conditions”):

Appears in 1 contract

Samples: Purchase and Sale Agreement (Resources Connection, Inc.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect hereunder in connection with the Closing is are subject to the satisfaction satisfaction, at or waiver by Seller on or prior to before the Closing Date Closing, of the following additional conditions:conditions (all or any of which may be waived in whole or in part by Seller in its sole discretion).

Appears in 1 contract

Samples: Membership Interest Purchase and Sale Agreement (Algonquin Power & Utilities Corp.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect proceed with the Closing is are subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of all of the following additional conditions:, any one or more of which may be waived in writing in whole or in part by Seller (which waiver shall be deemed to constitute a waiver of any liability Buyer may have under this Agreement with respect to the event or condition causing such condition not to be satisfied at the Closing):

Appears in 1 contract

Samples: Stock Purchase Agreement (Consumers Energy Co)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect the Closing transactions contemplated hereby is also subject to the satisfaction satisfaction, or waiver by Seller on Seller, at or prior to the Closing Date of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Perficient Inc)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is transactions contemplated hereby are subject to the satisfaction (or written waiver by Seller Seller) on or prior to the Closing Date of each of the following additional conditions:

Appears in 1 contract

Samples: Merger Agreement (Maravai Lifesciences Holdings, Inc.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect be performed at the Closing is are subject to the satisfaction or waiver by Seller on or prior to the Closing Date of the following additional conditions, any one or more of which may be waived in whole or in part by Seller:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Stratford American Corp)

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Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing Acquisition is subject to the satisfaction (or waiver by Seller Seller, to the extent permitted by applicable Law) on or prior to the Closing Date of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (SMART Global Holdings, Inc.)

Conditions to Obligations of Seller. The Each and every obligation of Seller under this Agreement to effect the be performed by Seller at or before Closing is subject to the satisfaction satisfaction, at or waiver by Seller on or prior to before the Closing Date Closing, of each of the following additional conditionsconditions unless waived in writing by Seller:

Appears in 1 contract

Samples: Stock Purchase Agreement (Applied Power Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing transactions contemplated hereby is also subject to the satisfaction fulfillment or written waiver by Seller on or Seller, prior to the Closing Date Closing, of each of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Ofg Bancorp)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the transactions contemplated by this Agreement and to take the other actions to be taken by Seller at the Closing is subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of each of the following additional conditions:conditions (any of which may be waived in whole or in part by Seller):

Appears in 1 contract

Samples: Stock Purchase Agreement (SOI Holdings, Inc.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect sell the Shares and to transfer the Seller Entities’ rights in the Transferred IP to Buyer or an Acquired Company and to take the other actions required to be taken by Seller at the Closing is subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of each of the following additional conditions:conditions (any of which may be waived by Seller, in whole or in part):

Appears in 1 contract

Samples: Stock Purchase Agreement (McClatchy Co)

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing transactions contemplated by this Agreement is subject to the satisfaction (or written waiver by Seller on or prior to Seller) as of the Closing Date of the following additional conditions:.

Appears in 1 contract

Samples: Asset Purchase Agreement (Insweb Corp)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing Transaction is also subject to the satisfaction or waiver by Seller on fulfillment at or prior to the Closing Date of each of the following additional conditions, or written waiver thereof by Seller:

Appears in 1 contract

Samples: Stock Purchase Agreement (1st Independence Financial Group, Inc.)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing is shall be subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of each of the following additional conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 1 contract

Samples: Share Purchase Agreement (3d Systems Corp)

Conditions to Obligations of Seller. The obligation obligations of Seller with respect to effect the sale of the Acquired Assets at the Closing is are subject to the satisfaction or waiver by Seller on or prior to the Closing Date of the following additional conditions, which may be waived in whole or in part by Seller in writing to the extent permitted by Law:

Appears in 1 contract

Samples: Asset Purchase Agreement (Jvweb Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing Transactions is subject to the satisfaction satisfaction, at or waiver by Seller on or prior to before the Closing Date Closing, of each of the following additional conditions, any of which conditions may, except for the condition set forth in Section 3.2, be waived by Seller in its sole discretion:

Appears in 1 contract

Samples: Asset Purchase Agreement (Bowflex Inc.)

Conditions to Obligations of Seller. The Each and every obligation of Seller to effect consummate the transactions contemplated by this Agreement or to be performed on or before the Closing is shall be subject to the satisfaction or waiver by Seller satisfaction, on or prior to before the Closing Date Closing, of each of the following additional conditions, unless waived in writing by Seller:

Appears in 1 contract

Samples: Stock Purchase Agreement (Star Gas Partners Lp)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is Transactions are further subject to the satisfaction (or written waiver by Seller on Seller) at or prior to the Closing Date of the following additional conditions:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Roper Technologies Inc)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect the Closing is are subject to the satisfaction or waiver by Seller of each of the following conditions on or prior to the Closing Date Date, any of the following additional conditionswhich may be waived in whole or in part in writing exclusively by Seller:

Appears in 1 contract

Samples: Equity Purchase Agreement (Century Casinos Inc /Co/)

Conditions to Obligations of Seller. The Seller’s obligation of to sell the Purchased Assets and to take the other actions required to be taken by Seller to effect at the Closing is subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of each of the following additional conditions:conditions (any of which may be waived in writing only by Seller, in whole or in part):

Appears in 1 contract

Samples: Asset Purchase Agreement

Conditions to Obligations of Seller. The obligation of Seller ----------------------------------- to effect consummate the Asset Purchase and the Stock Purchase and to take the other actions to be taken by Seller at the Closing is subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of each of the following additional conditions:conditions (any of which may be waived in whole or in part by Seller):

Appears in 1 contract

Samples: Purchase Agreement (Ziff Davis Inc)

Conditions to Obligations of Seller. The obligation Unless otherwise waived, in whole or in part, in writing by Seller, the obligations of Seller to effect the Closing is consummation of the transactions contemplated hereunder, and in the other agreements referred to herein, shall be subject to the satisfaction or waiver by Seller on or prior to at the Closing Date of each of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (LandStar, Inc.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is transactions contemplated hereby are subject to the satisfaction (or waiver by Seller on Seller) at or prior to before the Closing Date Closing, of each of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Applied Graphics Technologies Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing is subject to the satisfaction or waiver by Seller satisfaction, on or prior to the Closing Date Date, of each of the following additional conditions:, any one or more of which may be waived in writing, in whole or in part, by Seller (in the Seller’s sole discretion):

Appears in 1 contract

Samples: General Partner Purchase Agreement (Energy Transfer Equity, L.P.)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the transactions to be performed by it in connection with the Closing is subject to the satisfaction or waiver by Seller on or prior to the Closing Date of the following additional conditionsfollowing:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Tig Holdings Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing transactions contemplated hereby is subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of the following additional conditions, any or all of which may be waived in whole or in part by Seller:

Appears in 1 contract

Samples: Asset Purchase and Sale Agreement (Applied Extrusion Technologies Inc /De)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing is Acquisition shall be subject to the satisfaction or waiver by Seller on waiver, at or prior to the Closing Date Closing, of each of the following additional conditions:

Appears in 1 contract

Samples: Acquisition Agreement (SB/RH Holdings, LLC)

Conditions to Obligations of Seller. The obligation Unless waived, in whole or in part, in writing by Seller, the obligations of Seller to effect the Closing is transactions contemplated hereby shall be subject to the satisfaction or waiver by Seller on at or prior to the each Closing Date of each of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (MPLC, Inc.)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing Contemplated Transactions is subject to the satisfaction satisfaction, or waiver by Seller on in writing, at or prior to the Closing Date Closing, of the following additional conditions:

Appears in 1 contract

Samples: Share Purchase Agreement (Stereotaxis, Inc.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is Transactions shall be subject to the satisfaction or Seller’s waiver by Seller on in its sole discretion, at or prior to before the Closing Date Closing, of each of the following additional conditions:

Appears in 1 contract

Samples: Share and Asset Purchase Agreement (nVent Electric PLC)

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing is Seller’s obligations hereunder are subject to the satisfaction fulfillment or waiver by Seller satisfaction, on or prior to before the Closing Date Date, of each of the following additional conditions:conditions (any one or more of which may be waived by Seller, but only in a writing signed by Seller):

Appears in 1 contract

Samples: Asset Purchase Agreement (Mfic Corp)

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing is Seller’s obligations hereunder are subject to the satisfaction fulfillment or waiver by Seller satisfaction, on or prior to and as of the Closing Date Closing, of each of the following additional conditions:conditions (any one or more of which may be waived by Seller, but only in a writing signed by Seller):

Appears in 1 contract

Samples: Acquisition Agreement (Adc Telecommunications Inc)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the sale of the Assets to be Acquired at Closing is shall be subject to: (a) the delivery by Buyer to Seller of the items described in Section 13.2 of this Agreement, and (b) the satisfaction or waiver by Seller on or prior to the Closing Date of the following additional conditions, any and or all of which may be waived in writing by Seller:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Consolidated Tomoka Land Co)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Closing is Transactions shall be subject to the satisfaction or Seller’s written waiver by Seller on in its sole discretion, at or prior to before the Closing Date Closing, of each of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Hyliion Holdings Corp.)

Conditions to Obligations of Seller. The Seller’s obligation of Seller to effect sell the Interest at the Closing is subject to the satisfaction or waiver by Seller waiver, on or prior to the Closing Date Date, of the following additional conditions:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Tc Pipelines Lp)

Conditions to Obligations of Seller. The obligation obligations of Seller to consummate and effect the Closing is transactions contemplated hereby shall be subject to the satisfaction or waiver by Seller on fulfillment at or prior to the Closing Date of each of the following additional conditions, any of which may be waived, in writing, by Seller, at the sole discretion of Seller:

Appears in 1 contract

Samples: Stock Purchase Agreement (Audiocodes LTD)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is transactions contemplated hereby shall be subject to the satisfaction or written waiver by Seller Seller, on or prior to before the Closing Date Date, of each of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Suprema Specialties Inc)

Conditions to Obligations of Seller. The obligation of Seller to effect consummate the Asset Purchase and the Stock Purchase and to take the other actions to be taken by Seller at the Closing is subject to the satisfaction or waiver by Seller on satisfaction, at or prior to the Closing Date Closing, of each of the following additional conditions:conditions (any of which may be waived in whole or in part by Seller):

Appears in 1 contract

Samples: Purchase Agreement (Element K Corp)

Conditions to Obligations of Seller. The obligation of the Seller to effect consummate the Closing is subject to the satisfaction or waiver by Seller satisfaction, on or prior to the Closing Date Date, of each of the following additional conditions:, any one or more of which may be waived in writing, in whole or in part, by the Seller (in their sole discretion):

Appears in 1 contract

Samples: Membership Interest and Stock Purchase Agreement (Spark Energy, Inc.)

Conditions to Obligations of Seller. The obligation Unless otherwise waived, in whole or in part, in writing by Seller, the obligations of Seller to effect consummate the Closing is transactions contemplated hereunder, and in the other agreements referred to herein, shall be subject to the satisfaction or waiver by Seller on or prior to at the Closing Date of each of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Clancy Corp)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect sell the Assets and to consummate the other transactions contemplated hereby at Closing is shall be subject to the satisfaction or waiver by Seller on or prior to the Closing Date of all of the following additional conditions, except such conditions as Seller may waive in writing:

Appears in 1 contract

Samples: Asset Purchase Agreement (T-3 Energy Services Inc)

Conditions to Obligations of Seller. The obligation obligations of the Seller to effect consummate the Closing is Transactions shall be subject to the satisfaction or waiver by Seller on the Seller, at or prior to the Closing Date Closing, of each of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Interstate Hotels & Resorts Inc)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect consummate the Closing is transactions contemplated by this Agreement and to take the other actions required to be taken by Seller are subject to the satisfaction or waiver by Seller on at or prior to the Closing Date of each of the following additional conditions, any of which may be waived, in writing, exclusively by the Seller:

Appears in 1 contract

Samples: Equity Interest Purchase Agreement (American International Holdings Corp.)

Conditions to Obligations of Seller. The obligation obligations of Seller to effect the purchase and sale of the Shares and the other actions to be taken at the Closing is are further subject to the satisfaction or waiver by Seller on or prior to the Closing Date of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Global Indemnity PLC)

Conditions to Obligations of Seller. The obligation of Seller to effect the Closing transactions contemplated herein is also subject to the satisfaction or waiver by Seller on or prior to before the Closing Date of the following additional conditions, unless waived in writing by Seller:

Appears in 1 contract

Samples: Share Exchange Agreement (Connexa Sports Technologies Inc.)

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