Common use of Conditions to Obligations of Sellers Clause in Contracts

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 64 contracts

Samples: Asset Purchase Agreement (Hydrofarm Holdings Group, Inc.), Membership Interests Purchase Agreement (Cannapharmarx, Inc.), Asset Purchase Agreement (Timber Pharmaceuticals, Inc.)

AutoNDA by SimpleDocs

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment or Sellers’ written waiver, at or prior to or at the Closing, of each of the following conditions:; provided, however, that in no event may Sellers waive the conditions contained in Section 7.3(h) or Section 7.3(i):

Appears in 9 contracts

Samples: Master Sale and Purchase Agreement, Master Sale and Purchase Agreement, Master Sale and Purchase Agreement

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to or at the Closing, of each of the following conditions:

Appears in 8 contracts

Samples: Share Exchange Agreement (Pro Elite Inc), Share Exchange Agreement (China Rx Holdings, Inc.), Share Exchange Agreement (Vorsatech Ventures, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’s waiver, at or prior to the Closing, of each of the following conditions:

Appears in 6 contracts

Samples: Membership Interest Purchase Agreement (Focus Impact BH3 NewCo, Inc.), Membership Interest Purchase Agreement (1606 Corp.), Membership Interest Purchase Agreement (1606 Corp.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 5 contracts

Samples: Purchase and Sale Agreement (Golden Minerals Co), Asset Purchase Agreement (Hc2 Holdings, Inc.), Asset Purchase Agreement (Hc2 Holdings, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 5 contracts

Samples: Membership Interest Purchase Agreement (Boxlight Corp), Purchase and Sale Agreement (CEGP Acquisition, LLC), Purchase and Sale Agreement (Central Energy Partners Lp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ Representative’s waiver, at or prior to the Closing, of each of the following conditions:

Appears in 5 contracts

Samples: Asset Purchase Agreement (HireQuest, Inc.), Asset Purchase Agreement (HireQuest, Inc.), Membership Interest Purchase Agreement (Green Thumb Industries Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be Closing is subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to before the Closing, of each of the following conditionsconditions (all or any of which may be waived in whole or in part by the Sellers in their sole discretion); provided, that Sellers may not rely on the failure of any such condition to be satisfied if such failure was caused by the breach by a Seller of any of its obligations set forth in this Agreement:

Appears in 4 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Sunedison, Inc.), Purchase and Sale Agreement (TerraForm Power, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by under this Agreement shall be subject are subject, at the Closing Date, to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each in all material respects of the following conditionsconditions precedent, each of which may be waived in writing at the discretion of Sellers:

Appears in 4 contracts

Samples: Asset Purchase Agreement (Explortex Energy Inc.), Operating Agreement (Penske Motorsports Inc), Operating Agreement (Penske Motorsports Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiverare subject, at or prior the option of Sellers, to the Closing, of each of the following conditions:

Appears in 4 contracts

Samples: Purchase and Sale Agreement (Penn Virginia Corp), Purchase and Sale Agreement (American Midstream Partners, LP), Asset Purchase Agreement (Continental Natural Gas Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived, to the extent permitted by applicable law, in writing by Sellers in their sole discretion:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Interactive Strength, Inc.), Asset Purchase Agreement (Interactive Strength, Inc.), Asset Purchase Agreement (Interactive Strength, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement Seller shall be subject to the fulfillment or Sellers’ waiver, at or prior to or at the Closing, of each of the following conditions:

Appears in 3 contracts

Samples: Share Exchange Agreement (Olympic Entertainment Group Inc /Nv/), Share Exchange Agreement (Score One Inc), Share Exchange Agreement (Carcorp Usa Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement with respect to the Initial Closing shall be subject to the fulfillment satisfaction or Sellers’ waiver, waiver by the Seller Representative at or prior to the Closing, Initial Closing Date of each of the following conditions:

Appears in 3 contracts

Samples: Stock Purchase Agreement (Telefonica Mobile Inc), Stock Purchase Agreement (Telefonica S A), Stock Purchase Agreement (Bellsouth Corp)

Conditions to Obligations of Sellers. The obligations obligation of Sellers each Seller to sell the Purchased Interests and to consummate the other transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each Closing Date (or the waiver by such Seller) of the following conditions:

Appears in 3 contracts

Samples: Asset Purchase Agreement (New York State Electric & Gas Corp), Asset Purchase Agreement (Niagara Mohawk Power Corp /Ny/), Asset Purchase Agreement (Ch Energy Group Inc)

Conditions to Obligations of Sellers. The All obligations of Sellers to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or fulfillment, unless waived in writing at the sole option of Sellers’ waiver, at or prior to the ClosingClosing Date, of each of the following conditionsconditions precedent:

Appears in 3 contracts

Samples: Asset Purchase Agreement (MultiVir Inc.), Asset Purchase Agreement (MultiVir Inc.), Asset Purchase Agreement (MultiVir Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate effect the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each Closing Date of the following additional conditions:

Appears in 3 contracts

Samples: Asset Purchase and Sale Agreement (Abm Industries Inc /De/), Sale Agreement (Abm Industries Inc /De/), Sale Agreement (Abm Industries Inc /De/)

Conditions to Obligations of Sellers. The obligations of the Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at on or prior to the Closing, Closing Date of each of the following conditions:

Appears in 3 contracts

Samples: Stock Acquisition Agreement and Plan of Merger (Crescent Operating Inc), Stock Purchase Agreement (Crescent Operating Inc), Stock Purchase Agreement (Crescent Operating Inc)

Conditions to Obligations of Sellers. The obligations of the Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to or at the Closing, of each of the following conditions:

Appears in 3 contracts

Samples: Share Exchange Agreement (JMG Exploration, Inc.), Share Exchange Agreement (SRKP 1 Inc), Share Exchange Agreement (Visions in Glass Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each satisfaction of the following conditions, unless waived by Sellers:

Appears in 3 contracts

Samples: Stock Purchase Agreement (Superior Energy Services Inc), Stock Purchase Agreement (Superior Energy Services Inc), Stock Purchase Agreement (Superior Energy Services Inc)

Conditions to Obligations of Sellers. The obligations of Sellers each Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ such Seller’s waiver, at or prior to the Closing, of each of the following conditions:

Appears in 3 contracts

Samples: Stock Purchase Agreement (AgEagle Aerial Systems Inc.), Membership Interest Purchase Agreement, Membership Interest Purchase Agreement (VivoPower International PLC)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be Purchase are also subject to the fulfillment or Sellers’ written waiver, at or prior to the ClosingClosing Date, of each of the following conditions:

Appears in 3 contracts

Samples: Liability Assumption Agreement (National Australia Bank LTD), Liability Assumption Agreement (Homeside Lending Inc), Liability Assumption Agreement (Homeside International Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement Transaction shall be subject to the fulfillment or waiver by Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 3 contracts

Samples: Membership Interest Purchase Agreement (Planet 13 Holdings Inc.), Membership Interest Purchase Agreement (Planet 13 Holdings Inc.), Membership Interest Purchase Agreement (Planet 13 Holdings Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 3 contracts

Samples: Membership Interest Purchase Agreement (Digital Brands Group, Inc.), Membership Interest Purchase Agreement (Digital Brands Group, Inc.), Membership Interest Purchase Agreement (Digital Brands Group, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by provided for in this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, satisfaction of each of the following conditions on or before the Closing Date, subject to the right of Sellers to waive any one or more of such conditions:

Appears in 3 contracts

Samples: Stock Purchase Agreement (Oneok Inc), Stock Purchase Agreement (Oneok Inc), Stock Purchase Agreement (RLP Gulf States LLC)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or Sellers’ waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions, but Sellers may waive compliance with any such conditions in writing:

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Perot Systems Corp), Stock Purchase Agreement (Perot Systems Corp), Asset Purchase Agreement (Perot Systems Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be are further subject to the fulfillment satisfaction (or Sellers’ waiver, ) at or prior to the Closing, of each Closing of the following conditions:

Appears in 3 contracts

Samples: Stock Purchase Agreement (R H Donnelley Corp), Purchase Agreement (Donnelley R H Inc), Stock Purchase Agreement (Sprint Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate effect the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at on or prior to the Closing, of each Closing Date of the following conditions, unless the Sellers shall waive such fulfillment in whole or in part in writing:

Appears in 2 contracts

Samples: Member Interests Purchase Agreement (Horizon Health Corp /De/), Stock Purchase Agreement (Horizon Health Corp /De/)

Conditions to Obligations of Sellers. The obligations obligation of Sellers to consummate the transactions contemplated by this Agreement shall to be consummated at the Closing is subject to the fulfillment satisfaction or Sellers’ waiver, at or prior to the Closingextent permitted by Law, of each of the following additional conditions:

Appears in 2 contracts

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

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to or at the Closing, of each of the following conditions:: The Company shall have received all of the regulatory, shareholder and other third party consents, permits, approvals and authorizations necessary to consummate the transactions contemplated by this Agreement.

Appears in 2 contracts

Samples: Share Exchange Agreement (Eft Biotech Holdings Inc), Share Exchange Agreement (Eft Biotech Holdings Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be hereby are subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each or at Closing of the following conditions, unless waived by Sellers in writing:

Appears in 2 contracts

Samples: LLC Interest Purchase Agreement (Integrity Media Inc), Stock Purchase Agreement (Integrity Media Inc)

Conditions to Obligations of Sellers. The Seller’s obligations of Sellers to consummate the transactions contemplated by Exchange Transaction and to perform this Agreement shall be are subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each all of the following conditions, unless waived by Sellers in writing:

Appears in 2 contracts

Samples: Exchange Agreement (SoOum Corp.), Exchange Agreement (SoOum Corp.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each Closing of the following conditions:conditions (any one or more of which may be waived in whole or in part by Sellers):

Appears in 2 contracts

Samples: Environmental Agreement (Witco Corp), Purchase Agreement (Crompton Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by perform this Agreement shall be are subject to the fulfillment or Sellers’ waiversatisfaction, at or prior to the Closing, of each of the following conditions, unless waived by Sellers:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Telular Corp), Stock Purchase Agreement (Baker Michael Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate effect the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Town & Country Corp), Asset Purchase Agreement (Commemorative Brands Inc)

Conditions to Obligations of Sellers. The Seller's obligations of Sellers to consummate the transactions contemplated by Exchange Transaction and to perform this Agreement shall be is subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each all of the following conditions, unless waived by Sellers in writing:

Appears in 2 contracts

Samples: Stock Exchange Agreement (Syprus, Inc.), Stock Exchange Agreement (Syprus, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to the ClosingClosing Date, of each of the following additional conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Sight Resource Corp), Asset Purchase Agreement (Sight Resource Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be are further subject to the fulfillment satisfaction (or written waiver by Sellers’ waiver, ) at or prior to the Closing, of each Closing of the following conditions:

Appears in 2 contracts

Samples: Equity Purchase Agreement (Roper Technologies Inc), Amended and Restated Agreement and Plan of Merger (Hd Supply, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers' waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Layne Christensen Co), Stock Purchase Agreement (Gse Systems Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions purchase of the shares contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to the Closing, of each of the following conditions:, any one of which may be waived by the Company without waiver of any other rights or remedies which the Company may have under this Agreement.

Appears in 2 contracts

Samples: Business Combination Agreement (Tidelands Oil & Gas Corp/Wa), Combination Agreement (Zkid Network Co)

Conditions to Obligations of Sellers. The Each and every obligation of Sellers under this Agreement (except for the obligations of Sellers to be fulfilled prior to the Closing and obligations that survive termination of this Agreement), including the obligation of Sellers to consummate the transactions contemplated by this Agreement Closing, shall be subject to the fulfillment satisfaction, on or Sellers’ waiver, at or prior to before the Closing, of each of the following conditions:conditions set forth in this Section 7.3, unless waived in writing by Sellers.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Contango Oil & Gas Co), Asset Purchase Agreement (Contango Oil & Gas Co)

Conditions to Obligations of Sellers. The respective obligations of Sellers to consummate effect the transactions contemplated by this Agreement shall be subject to the fulfillment satisfaction or Sellers’ waiver, at or prior to the Closing, of each waiver of the following conditionscondition:

Appears in 2 contracts

Samples: www.sec.gov, Bio Rad Laboratories Inc

Conditions to Obligations of Sellers. The obligations of the Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ such Seller’s waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Uncommon Giving Corp), Asset Purchase Agreement (Uncommon Giving Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by transaction provided for in this Agreement shall be subject are subject, at the option of Sellers, to the fulfillment or Sellers’ waiver, at on or prior to the Closing, Closing Date of each of the following conditions:

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Everflow Eastern Partners Lp), Purchase and Sale Agreement (Everflow Eastern Partners Lp)

Conditions to Obligations of Sellers. The obligations of Sellers Sellers’ obligation to consummate this Agreement and the transactions contemplated by this Agreement shall be hereby is subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to or at the Closing, of each all of the following conditionsconditions precedent and the delivery of the following documents:

Appears in 2 contracts

Samples: Purchase Mineral Rights Agreement, Purchase Mineral Rights Agreement (Multisys Language Solutions Inc)

Conditions to Obligations of Sellers. The obligations obligation of each of the Sellers to consummate effect the Closing of the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Purchase and Sales Agreement, Purchase and Sales Agreement (Imperial Petroleum Inc)

Conditions to Obligations of Sellers. The obligations obligation of Sellers to consummate the transactions contemplated by this Agreement provided herein with respect to Buyer shall be subject to the fulfillment or following additional conditions unless waived in writing by Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Contribution and Membership Interest (DJSP Enterprises, Inc.), Contribution and Membership Interest Purchase Agreement (Chardan 2008 China Acquisition Corp.)

Conditions to Obligations of Sellers. The obligations of the Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ladenburg Thalmann Financial Services Inc.), Stock Purchase Agreement (Compass Group Diversified Holdings LLC)

Conditions to Obligations of Sellers. The obligations Except as otherwise permitted by this Agreement or a Transfer Agreement, the obligation of Sellers to consummate the transactions contemplated by this Agreement shall will be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each Closing of the following conditions:conditions (any one or more of which may be waived in whole or in part by Sellers):

Appears in 2 contracts

Samples: Master Sale and Purchase Agreement (Delphi Corp), Master Sale and Purchase Agreement

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions sale of the shares contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to the Closing, of each of the following conditions:, any one of which may be waived by the Company without waiver of any other rights or remedies which the Company may have under this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Brazilian Services Com Inc), Agreement and Plan of Reorganization (Technol Fuel Conditioners Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject provided for herein are subject, at the option of Sellers, to the fulfillment or Sellers’ waiver, at on or prior to the Closing, Closing Date of each of the following conditions:

Appears in 2 contracts

Samples: Agreement for Purchase and Sale (Toreador Resources Corp), Agreement for Purchase and Sale (Pure Resources Inc)

Conditions to Obligations of Sellers. The obligations obligation of Sellers ------------------------------------ to consummate effect the sale of the Purchased Assets and the other transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each Closing Date (or the waiver by Sellers) of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (WPS Resources Corp), Asset Purchase Agreement (WPS Resources Corp)

Conditions to Obligations of Sellers. The obligations obligation of Sellers to consummate sell the transactions Purchased Assets contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at on or prior to the Closing, of each Closing Date of the following additional conditions:

Appears in 2 contracts

Samples: Amended Asset Purchase Agreement (Soupman, Inc.), Purchase Agreement (Summit Global Logistics, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ Representative’s waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Vishay Precision Group, Inc.), Stock Purchase Agreement (Vishay Precision Group, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, waiver of each of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Amc Entertainment Holdings, Inc.), Stock Purchase Agreement (Balchem Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ Representative’s waiver, at or prior to the Closing, of each of the following conditions:conditions:‌

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement, Membership Interest Purchase Agreement

Conditions to Obligations of Sellers. The obligations obligation of Sellers to consummate effect the sale of the Purchased Assets and the other transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each Closing Date (or the waiver by Sellers) of the following conditions:

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Pennsylvania Electric Co), Asset Purchase Agreement (Pennsylvania Electric Co)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement Seller shall ------------------------------------ be subject to the fulfillment or Sellers’ waiver, at or prior to or at the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Exchange Agreement (Holmes Microsystems Inc), Exchange Agreement (Chen Yi Biao)

Conditions to Obligations of Sellers. The All of the obligations of the Sellers to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or Sellers’ waiver, at or prior to or at the Closing, Closing Date of each of the following conditions, any one or more of which may be waived by the Sellers:

Appears in 2 contracts

Samples: Asset Purchase and Sale Agreement (Chattem Inc), Asset Purchase and Sale Agreement (Chattem Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate effect the transactions contemplated by this Agreement shall be are also subject to the fulfillment satisfaction or Sellers’ waiver, waiver by the Sellers at or prior to the Closing, of each Closing of the following conditions:

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Sigma Aldrich Corp)

Conditions to Obligations of Sellers. The obligations obligation of Sellers to consummate the Sales and the other transactions contemplated by this Agreement shall will be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each Closing of the following conditions:conditions (any one or more of which may be waived in whole or in part by Sellers):

Appears in 2 contracts

Samples: Master Disposition Agreement (General Motors Co), Master Disposition Agreement (Delphi Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers's waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Control4 Corp), Asset Purchase Agreement (Csa Holdings Inc.)

AutoNDA by SimpleDocs

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment fulfillment, or the waiver by Sellers’ waiver, at on or prior to the ClosingClosing Date, of each of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (American Achievement Corp), Stock Purchase Agreement (Aerolink International Inc)

Conditions to Obligations of Sellers. The obligations obligation of Sellers each Seller to consummate the transactions contemplated by this Agreement shall be is subject to the fulfillment satisfaction (or waiver in writing by Sellers’ waiver, Agent acting on behalf of Sellers) at or prior to the Closing, of each Closing of the following conditions:

Appears in 2 contracts

Samples: Purchase, Sale and Merger Agreement (Massey Energy Co), Stock Purchase Agreement (Intcomex Holdings, LLC)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment or Sellers’ waiver, satisfaction at or prior to the Closing, Closing of each of the following conditions:conditions (any of which may be waived in writing, in whole or in part, by Sellers):

Appears in 2 contracts

Samples: Stock Purchase Agreement (Genesco Inc), Stock Purchase Agreement (Healthstream Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ Seller Parent’s waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Master Purchase Agreement (Emcore Corp), Master Purchase Agreement (Emcore Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate complete the transactions contemplated by this Agreement provided for herein shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Employment Agreement (Aims Worldwide Inc), Stock Purchase Agreement (Aims Worldwide Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or satisfaction (or, if applicable, waiver in the sole discretion of Sellers’ waiver, at or prior except as to the Closingcondition described in Section 12.1(c)) on or before the Closing Date, of each of the following conditions:

Appears in 2 contracts

Samples: Purchase and Assumption Agreement (1st United Bancorp, Inc.), Purchase and Assumption Agreement (Cib Marine Bancshares Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Global Health Sciences Inc), 1 Asset Purchase Agreement (Intuit Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment satisfaction or Sellers’ waiver, at or prior to the Closing, of each waiver of the following conditionsconditions precedent:

Appears in 2 contracts

Samples: Purchase Agreement and Plan of Merger (Covidien Ltd.), Stock and Asset Purchase Agreement (TTM Technologies Inc)

Conditions to Obligations of Sellers. The obligations obligation of Sellers to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or Sellers’ waiver, fulfilment at or prior to the Closing, of each or, if permitted by applicable Law, waiver by Sellers, of the following additional conditions:

Appears in 2 contracts

Samples: Securities and Asset Purchase Agreement (Triumph Group Inc), Securities and Asset Purchase Agreement (Aar Corp)

Conditions to Obligations of Sellers. The obligations of Sellers each Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to the Closing, of each of the following additional conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Titan International Inc), Asset Purchase Agreement (Titan International Inc)

Conditions to Obligations of Sellers. The obligations of the Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or the Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Red Lion Hotels CORP)

Conditions to Obligations of Sellers. The obligations of Sellers each Seller under this Agreement to sell the Shares and consummate the other transactions contemplated by this Agreement shall be hereby are subject to the fulfillment or Sellers’ waiversatisfaction, at on or prior to the Closing, of each of the following conditions:, unless waived (to the extent such conditions can be waived) by Seller’s Representative (on behalf of such Seller):

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Rentech Inc /Co/)

Conditions to Obligations of Sellers. The obligations of the Sellers to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or Sellers’ waiver, at satisfaction on or prior to the Closing, Closing Date of each of the following conditions, any of which may be waived, if legally permissible, by the Sellers’ Representative:

Appears in 2 contracts

Samples: Stock and Membership Interest Purchase Agreement, Stock and Membership Interest Purchase Agreement (Cott Corp /Cn/)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate perform the transactions contemplated by under this Agreement shall be subject to the fulfillment satisfaction, or joint waiver by Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Stock and Loan Purchase Agreement (K2 Inc), Stock and Loan Purchase Agreement (K2 Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment satisfaction or Sellers’ waiver, at or prior to the ClosingClosing Date, of each of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (New Century Financial Corp)

Conditions to Obligations of Sellers. The obligations Each and every obligation of Sellers to consummate the transactions contemplated by this Agreement or to be performed on or before the Closing shall be subject to the fulfillment satisfaction, on or Sellers’ waiver, at or prior to before the Closing, of each of the following conditions, unless waived in writing by Sellers:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Stone Consulting Services Inc), Equity Purchase Agreement (Star Gas Partners Lp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment fulfilment or Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Diversified Restaurant Holdings, Inc.), Asset Purchase Agreement (Diversified Restaurant Holdings, Inc.)

Conditions to Obligations of Sellers. The All obligations of Sellers to consummate close the transactions contemplated by this Agreement shall be are subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Aki Inc), Stock Purchase Agreement (Aki Holding Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ Seller's waiver, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Securities Purchase Agreement (SinglePoint Inc.), Asset Purchase Agreement (HireQuest, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or Sellers’ written waiver, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Purchase Agreement (Vitro Sa De Cv)

Conditions to Obligations of Sellers. The obligations of Sellers Seller Parties to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or SellersSeller Parties’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Heritage Global Inc.)

Conditions to Obligations of Sellers. The obligations of the Sellers to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to the Closing, of each of the following conditions, any one or more of which may be waived by Sellers in their sole discretion:

Appears in 1 contract

Samples: Stock Purchase Agreement (Ladd Furniture Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated provided for by this Agreement shall be subject are subject, in the discretion of Sellers, to the fulfillment or Sellers’ waiver, satisfaction at or prior to the Closing, Closing Date of each of the following conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Advant E Corp)

Conditions to Obligations of Sellers. The obligations obligation of Sellers to sell the Purchased Assets and to consummate the other transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each Closing Date (or the waiver by Sellers) of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Pennsylvania Electric Co)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ Seller Representative’s waiver, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (LifeMD, Inc.)

Conditions to Obligations of Sellers. The All obligations of Sellers to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to the Closing, of each of the following conditions, any one or more of which may be waived in writing by Sellers:

Appears in 1 contract

Samples: Asset Purchase Agreement (Kapstone Paper & Packaging Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be Closing are subject to the fulfillment or written waiver by Sellers’ waiver, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Purchase Agreement (Newcastle Investment Corp)

Conditions to Obligations of Sellers. The obligations obligation of Sellers to consummate this Agreement and the transactions contemplated by this Agreement shall be hereby is subject to the fulfillment or Sellers’ waiverfulfillment, at or prior to or at the Closing, of each of the following conditionsconditions precedent:

Appears in 1 contract

Samples: Asset and Membership Interest Purchase Agreement (Forbes Energy Services Ltd.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall and to take the other actions required to be taken by Sellers are subject to the fulfillment or Sellers’ waiver, satisfaction at or prior to the Closing, Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by the Sellers’ Representative:

Appears in 1 contract

Samples: Equity Interest Purchase Agreement (Zenergy Brands, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement Agreement, and perform the actions required of Sellers at the Closing, shall be subject to the fulfillment or Sellers’ waiversatisfaction, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Securities Purchase Agreement (Nine Energy Service, Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers the Seller Parties to consummate the transactions contemplated by in this Agreement shall be subject to the fulfillment or Sellers’ waiver, at on or prior to the Closing, Closing Date of each of the following conditions:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Strategic American Oil Corp)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each satisfaction of the following conditionsconditions unless waived by Sellers:

Appears in 1 contract

Samples: Asset Purchase Agreement (Nextera Enterprises Inc)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or waiver of Sellers’ waiverRepresentative, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Q2Earth Inc.)

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or Sellers’ waiversatisfaction, at or prior to the Closing, of each of the following conditions:conditions (any or all of which may be waived by Sellers in their sole discretion):

Appears in 1 contract

Samples: Purchase and Sale Agreement (Questar Market Resources Inc)

Conditions to Obligations of Sellers. The obligations of Sellers each Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ each Seller’s waiver, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Equity Purchase Agreement

Conditions to Obligations of Sellers. The obligations of Sellers and the Principals to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers' and the Principals' waiver, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (General Finance CORP)

Conditions to Obligations of Sellers. The obligations obligation of Sellers to consummate effect the transactions contemplated by this Agreement shall be is subject to the fulfillment or Sellers’ waiver, at or prior to the Closing, of each satisfaction of the following conditionsconditions unless waived, in whole or in part, by Sellers:

Appears in 1 contract

Samples: Securities Purchase Agreement (Six Flags Inc)

Conditions to Obligations of Sellers. The obligations obligation of Sellers to consummate effect the transactions sale of the Purchased Assets contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiver, at on or prior to the Closing, of each Closing Date of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement

Conditions to Obligations of Sellers. The obligations of Sellers to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or Sellers’ waiverwaiver by the Seller Representative, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Addvantage Technologies Group Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!