Common use of Conditions to Obligations of the Seller Clause in Contracts

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

Appears in 53 contracts

Samples: Equity Purchase Agreement (Black Knight, Inc.), Equity Purchase Agreement (Guardion Health Sciences, Inc.), Asset Purchase Agreement

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Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 31 contracts

Samples: Membership Interest Purchase Agreement (USD Partners LP), Asset Purchase Agreement (Atara Biotherapeutics, Inc.), Membership Interest Purchase Agreement (Clearway Energy, Inc.)

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

Appears in 20 contracts

Samples: Asset Purchase Agreement (Apellis Pharmaceuticals, Inc.), Asset Purchase Agreement (Apellis Pharmaceuticals, Inc.), Asset Purchase Agreement (World Energy Solutions, Inc.)

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

Appears in 16 contracts

Samples: Stock Purchase Agreement (General Components, Inc.), Asset Purchase Agreement (General Components, Inc.), Stock Purchase Agreement (Ugods, Inc.)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to the ClosingClosing Date, of each of the following conditionsconditions precedent, each of which may be waived in writing at the sole discretion of the Seller:

Appears in 16 contracts

Samples: Asset Purchase Agreement (Amtech Systems Inc), Asset Purchase Agreement (Amtech Systems Inc), Asset Purchase Agreement (Intermet Corp)

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

Appears in 8 contracts

Samples: Stock Purchase Agreement (Hc2 Holdings, Inc.), Stock Purchase Agreement (Pearson PLC), Stock Purchase Agreement (Information Holdings Inc)

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

Appears in 7 contracts

Samples: Transaction Agreement, Agreement (Credit Suisse Group), Transaction Agreement (Credit Suisse Group)

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

Appears in 7 contracts

Samples: Asset Purchase Agreement (Earthcare Co), Stock Purchase Agreement (World Fuel Services Corp), Stock Purchase Agreement (Earthcare Co)

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

Appears in 6 contracts

Samples: Profit Interest Agreement (Macau Resources Group LTD), Profit Interest Agreement (Macau Resources Group LTD), Profit Interest Agreement (Asia Entertainment & Resources Ltd.)

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

Appears in 6 contracts

Samples: Asset Purchase Agreement (Pressure Biosciences Inc), Class X Unit Purchase Agreement (ARKO Corp.), Class Aq Unit Purchase Agreement (ARKO Corp.)

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

Appears in 6 contracts

Samples: Asset Purchase Agreement (Baycorp Holdings LTD), Asset Sales Agreement (NRG Energy Inc), Asset Purchase Agreement (Indiana Energy Inc)

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

Appears in 6 contracts

Samples: Share Purchase Agreement (Fast Track Solutions, Inc.), Share Purchase Agreement (Catapult Solutions, Inc.), Share Purchase Agreement (Business Solutions Plus, Inc.)

Conditions to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment satisfaction (or written waiver, at waiver by the Seller) on or prior to the Closing, of each Closing Date of the following additional conditions:

Appears in 5 contracts

Samples: Share Purchase Agreement (Han Shaoyun), Share Purchase Agreement, Share Purchase Agreement (Hanwha Solar Holdings Co., Ltd.)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to before the ClosingClosing Date, of each of the following conditions, any one or more of which may be waived by the Seller in its sole discretion:

Appears in 5 contracts

Samples: Share Exchange Agreement (Future FinTech Group Inc.), Share Exchange Agreement (Future FinTech Group Inc.), Share Exchange Agreement (Future FinTech Group Inc.)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment satisfaction (or written waiverwaiver by the Seller, at its sole discretion), at or prior to the Closing, of each of the following conditions:

Appears in 5 contracts

Samples: Stock Purchase Agreement (Powertel Inc /De/), Stock Purchase Agreement (Powertel Inc /De/), Stock Purchase Agreement (Powertel Inc /De/)

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

Appears in 5 contracts

Samples: Purchase Agreement (Cambridge Advantaged Properties Ii Limited Partnership), Purchase Agreement (Cambridge Related Housing Properties Limited Partnership), Purchase Agreement (Freedom Tax Credit Plus Lp)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by execute this Agreement and perform its obligations hereunder shall be subject to the fulfillment satisfaction (or written waiverwaiver by the Seller, at its sole discretion), at or prior to the Closing, of each of the following conditions:

Appears in 5 contracts

Samples: Stock Purchase Agreement (Scana Corp), Stock Purchase Agreement (Powertel Inc /De/), Stock Purchase Agreement (Powertel Inc /De/)

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

Appears in 5 contracts

Samples: Asset Purchase Agreement (Hearst Argyle Television Inc), Asset Purchase Agreement (New York Times Co), Asset Purchase Agreement (Pulitzer Inc)

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

Appears in 4 contracts

Samples: Purchase Agreement (Be Aerospace Inc), Asset Purchase Agreement (Comtech Telecommunications Corp /De/), Asset Purchase Agreement (Ebenx Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be at the Closing are subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, of each Closing of the following conditions:conditions set forth below, unless waived in writing by the Seller.

Appears in 4 contracts

Samples: Share Purchase Agreement (WeTrade Group Inc.), Share Purchase Agreement, Token Purchase Agreement

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to the ClosingClosing Date, of each of the following conditionsconditions precedent, each of which may be waived in writing in the sole discretion of the Seller:

Appears in 4 contracts

Samples: Purchase Agreement (Harbor Global Co LTD), Purchase Agreement (Harbor Global Co LTD), Purchase Agreement (Harbor Global Co LTD)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be and the Transaction Documents are subject to the fulfillment or written waiversatisfaction or, to the extent permitted by applicable Law, waiver of the following conditions at or prior to the Closing, of each of the following conditionsClosing Date:

Appears in 3 contracts

Samples: Guaranty Agreement (Green Plains Inc.), Guaranty Agreement (Green Plains Inc.), Asset Purchase Agreement (Green Plains Inc.)

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

Appears in 3 contracts

Samples: Membership Interest Purchase Agreement (Assisted 4 Living, Inc.), Membership Interest Purchase Agreement (Assisted 4 Living, Inc.), Membership Interest Purchase Agreement (Assisted 4 Living, Inc.)

Conditions to Obligations of the Seller. The obligations of the --------------------------------------- Seller to consummate this Agreement and the transactions contemplated by this Agreement shall be hereby are subject to the fulfillment or written waiverfulfillment, at or prior to or at the Closing, of each of the following conditionsconditions precedent:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Asi Solutions Inc), Asset Purchase Agreement (Asi Solutions Inc), Asset Purchase Agreement (Asi Solutions Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiverfulfillment, at or prior to as of the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 3 contracts

Samples: Interest Purchase Agreement, Interest Purchase Agreement (Avnet Inc), Interest Purchase Agreement (Tech Data Corp)

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

Appears in 3 contracts

Samples: Stock Purchase Agreement (Knoll Inc), Stock Purchase Agreement (Herman Miller Inc), Stock Purchase Agreement (Global Furniture Holdings S.a r.l)

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

Appears in 3 contracts

Samples: Security Purchase Agreement (Macquarie Infrastructure Assets LLC), Stock Purchase Agreement (Macquarie Infrastructure Assets LLC), Stapled Security Purchase Agreement (Macquarie Infrastructure CO Trust)

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

Appears in 3 contracts

Samples: Equity and Asset Purchase Agreement (Liberty Tax, Inc.), Equity and Asset Purchase Agreement (Sears Hometown & Outlet Stores, Inc.), Asset Purchase Agreement (Glatfelter P H Co)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 3 contracts

Samples: Asset Purchase Agreement (New Media Investment Group Inc.), Asset Purchase Agreement (A. H. Belo Corp), Asset Purchase Agreement

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

Appears in 3 contracts

Samples: Stock Purchase Agreement (Ivoice, Inc /De), Stock Purchase Agreement (Thomas Pharmaceuticals, Ltd.), Stock Purchase Agreement (Ivoice, Inc /De)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written 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 Seller:

Appears in 3 contracts

Samples: Partnership Interest Purchase Agreement (Paincare Holdings Inc), Partnership Interest Purchase Agreement (Paincare Holdings Inc), Asset Purchase Agreement (Digital Music Group, Inc.)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment fulfillment, on or written waiverbefore the Closing Date, at or prior to the Closing, of each of the following conditionsconditions precedent, each of which may be waived in writing at the sole discretion of the Seller:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Ciphergen Biosystems Inc), Asset Purchase Agreement (Ciphergen Biosystems Inc), V Asset Purchase Agreement (Ciphergen Biosystems Inc)

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

Appears in 3 contracts

Samples: Asset Purchase Agreement (Elizabeth Arden Inc), Asset Purchase Agreement (French Fragrances Inc), Asset Purchase Agreement (French Fragrances Inc)

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

Appears in 3 contracts

Samples: Asset Sale Agreement (Canal Electric Co), Asset Sale Agreement (Cambridge Electric Light Co), Asset Sale Agreement (Commonwealth Energy System)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be the Transaction Documents are subject to the fulfillment or written waiverfulfillment, at or prior to before the ClosingClosing Date, of each of the following conditions, any one or more of which may be waived by the Seller in its sole discretion:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Information Holdings Inc), Asset Purchase Agreement (Sirco International Corp), Asset Purchase Agreement (Information Holdings Inc)

Conditions to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement shall to be consummated at the Closing is subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditions:conditions (any or all of which may be waived by the Seller in whole or in part):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Fabri Steel Products Inc), Asset Purchase Agreement (Fabri Steel Products Inc)

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

Appears in 2 contracts

Samples: Stock Purchase Agreement (Envision Development Corp /Fl/), Stock Purchase Agreement (E Com Ventures Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to satisfaction (or, to the fulfillment or written extent permitted by applicable Law, waiver, ) at or prior to the Closing, of each Closing of the following conditions:

Appears in 2 contracts

Samples: Transition and Linking Agreement (Costar Group Inc), Asset Purchase Agreement (KCI Animal Health, LLC)

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

Appears in 2 contracts

Samples: Stock and Asset Purchase Agreement (Guidant Corp), Asset Purchase Agreement (Central Garden & Pet Company)

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

Appears in 2 contracts

Samples: Sale, Purchase and Contribution Agreement (Albemarle Corp), Sale, Purchase and Contribution Agreement (W R Grace & Co)

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

Appears in 2 contracts

Samples: Asset Purchase Agreement (Bitech Technologies Corp), Asset Purchase Agreement (Bitech Technologies Corp)

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

Appears in 2 contracts

Samples: Securities Purchase Agreement (Liqtech International Inc), Membership Interest Purchase Agreement (Neogenomics Inc)

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

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Medbox, Inc.), Membership Interest Purchase Agreement (Medbox, Inc.)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall to be performed at the Closing are subject to the satisfaction or fulfillment or written waiver, at or prior to the Closing, of each of the following conditionsconditions precedent, any of which may be waived in whole or in part in writing by the Seller:

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Advanced Emissions Solutions, Inc.), Asset Purchase Agreement (Contura Energy, Inc.)

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

Appears in 2 contracts

Samples: Pledge Agreement (Metlife Inc), Pledge Agreement (American International Group Inc)

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

Appears in 2 contracts

Samples: Stock Purchase Agreement (Activision Blizzard, Inc.), Stock Purchase Agreement (Ameristar Casinos Inc)

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

Appears in 2 contracts

Samples: Share Exchange Agreement (Physical Spa & Fitness Inc), Share Exchange Agreement (Tridon Enterprises Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of the following conditions precedent, each of which may be waived in writing at the following conditionssole discretion of the Seller:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Happy Kids Inc), Asset Purchase Agreement (Hie Inc)

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

Appears in 2 contracts

Samples: Asset Purchase Agreement (Durect Corp), Asset Purchase Agreement (Telenav, Inc.)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Charter Communications Inc /Mo/), Asset Purchase Agreement (Atlantic Broadband Finance, LLC)

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

Appears in 2 contracts

Samples: Asset Purchase Agreement (Nash Finch Co), Asset Purchase Agreement (Roundys Inc)

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

Appears in 2 contracts

Samples: Master Transaction Agreement (Equitable Holdings, Inc.), Stock Purchase Agreement (Ge Financial Assurances Holdings Inc)

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

Appears in 2 contracts

Samples: Acquisition Agreement (Monongahela Power Co /Oh/), Acquisition Agreement (Allegheny Energy Inc)

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

Appears in 2 contracts

Samples: Stock Redemption Agreement (Tidel Technologies Inc), Stock Repurchase Agreement (Cet Services Inc)

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

Appears in 2 contracts

Samples: Asset Purchase Agreement (London Bridge Software Holdings PLC), Asset Purchase Agreement (Phoenix International LTD Inc)

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

Appears in 2 contracts

Samples: Asset Purchase Agreement (Risk Capital Holdings Inc), Asset Purchase Agreement (White Mountains Insurance Group LTD)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate complete the transactions Transaction contemplated by this Agreement herein shall be subject to the fulfillment fulfilment by WireCo, or written waiverwaiver (in accordance with the terms of this Agreement) by the Seller, at or prior to the Closing, of each Closing of the following conditions, which are provided in the interest of the Seller:

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (1295728 Alberta ULC)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, all or any of which may be waived, in whole or in part, by the Seller:

Appears in 2 contracts

Samples: Asset Purchase Agreement (P Com Inc), Asset Purchase Agreement (Paradyne Networks Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by described in Article II of this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to before the Closing, of each of the following conditions:conditions (all or any of which may be waived in whole or in part by the Seller):

Appears in 2 contracts

Samples: Lease Agreement (Americo Life Inc), Stock Purchase Agreement (Ceres Group Inc)

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

Appears in 2 contracts

Samples: Asset Purchase Agreement (Hemagen Diagnostics Inc), Stock Purchase Agreement (Tejas Gas Corp)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the Merger and the other transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the ClosingMerger Effective Time, of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (PNA Group Holding CORP)

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

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Pope & Talbot Inc /De/)

Conditions to Obligations of the Seller. The obligations Subject to the last sentence of this Section 6.2, the obligation of the Seller to consummate the transactions contemplated by this Agreement to be consummated at the Closing with respect to the Buyer shall be subject to the fulfillment or written waiver, at or prior to following additional conditions unless waived in writing by the Closing, of each of the following conditionsSeller:

Appears in 2 contracts

Samples: Stock Purchase and Sale Agreement (American Technologies Group Inc), Stock Purchase and Sale Agreement (American Technologies Group Inc)

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

Appears in 2 contracts

Samples: Asset Purchase Agreement (Asure Software Inc), Stock Purchase Agreement (Shanghai Century Acquisition Corp)

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

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Lionbridge Technologies Inc /De/), Agreement and Plan of Merger (Bowne & Co Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment satisfaction or written waiver, waiver (if permitted by applicable Law) at or prior to the Closing, Closing of each of the following additional conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Global Power Equipment Group Inc.)

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

Appears in 2 contracts

Samples: Share Purchase Agreement (He Jilun), Share Purchase Agreement (SPI Energy Co., Ltd.)

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

Appears in 2 contracts

Samples: Equity Purchase Agreement (Westlake Chemical Corp), Membership Interest Purchase Agreement (Community Choice Financial Inc.)

Conditions to Obligations of the Seller. The obligations of the Seller to perform this Agreement and consummate the Acquisition and the other transactions contemplated by this Agreement shall be hereby are subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditions, unless waived by Seller pursuant to Section 11.3:

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Pediatric Services of America Inc)

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

Appears in 2 contracts

Samples: Share Purchase Agreement (GateHouse Media, Inc.), Share Purchase Agreement (Surewest Communications)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be hereby are subject to the fulfillment or written waiverfulfillment, at or prior to before the Closing, of each of the following conditions:conditions (all or any of which may be waived in whole or in part by the Seller at his sole discretion):

Appears in 2 contracts

Samples: Stock Purchase Agreement (American Electromedics Corp), Stock Purchase Option Agreement (American Electromedics Corp)

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

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Impax Laboratories Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment satisfaction (or written waiverwaiver by the Seller, at its sole discretion), at or prior to the Closing, of each of the following conditions:: (a)

Appears in 1 contract

Samples: Ii __________________________________________ Stock Purchase Agreement (Scana Corp)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each of the following conditions:, except as the Seller may waive the same in writing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Trecora Resources)

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

Appears in 1 contract

Samples: Quota Purchase Agreement (Amyris, Inc.)

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

Appears in 1 contract

Samples: Stock Purchase Agreement (Monarch Machine Tool Co)

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

Appears in 1 contract

Samples: Securities Purchase Agreement (TransUnion)

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

Appears in 1 contract

Samples: Equity Interest Purchase Agreement (Worthington Industries Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under Section 2 of this Agreement shall be are subject to the fulfillment or written waiversatisfaction, at or prior to the Closing, of each of the following conditions, any one or more of which may be waived in writing by the Seller:

Appears in 1 contract

Samples: Asset Sale Agreement (Ets Payphones Inc)

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

Appears in 1 contract

Samples: Purchase and Sale Agreement (Ladish Co Inc)

Conditions to Obligations of the Seller. The obligations Unless waived in writing by the Seller at its sole discretion, the obligation of the Seller to consummate the transactions contemplated by this Agreement shall be is subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions:

Appears in 1 contract

Samples: Warrant Purchase Agreement (Homeowners Choice, Inc.)

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

Appears in 1 contract

Samples: Share Exchange Agreement (Main Edge International LTD)

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

Appears in 1 contract

Samples: Asset Purchase Agreement (Camera Platforms International Inc)

Conditions to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiverfulfillment, at on or prior to the ClosingClosing Date, of each of the following additional conditions, which the Purchaser agrees to use reasonable best efforts to cause to be fulfilled:

Appears in 1 contract

Samples: Stock Purchase Agreement (Gmarket Inc.)

Conditions to Obligations of the Seller. The obligations --------------------------------------- of the Seller to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 1 contract

Samples: Asset Purchase Agreement (Solutia Inc)

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

Appears in 1 contract

Samples: Asset Purchase Agreement (Optimal Robotics Corp)

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

Appears in 1 contract

Samples: Equity Transfer Agreement

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

Appears in 1 contract

Samples: Divestiture Agreement (Protosource Corp)

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

Appears in 1 contract

Samples: Assumption Agreement (Reynolds & Reynolds Co)

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

Appears in 1 contract

Samples: Stock Purchase Agreement (United Companies Financial Corp)

Conditions to Obligations of the Seller. The All obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to or at the Closingtime of closing, of each of the following conditionsconditions hereinafter enumerated:

Appears in 1 contract

Samples: Asset Purchase Agreement (Online Secretary, Inc.)

Conditions to Obligations of the Seller. The --------------------------------------- obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be agreement is subject to the fulfillment or written waiverfulfillment, at or prior to or at the Closing, of each of the following conditions:conditions (any or all of which may be waived by the Seller):

Appears in 1 contract

Samples: Asset Purchase Agreement (Level 8 Systems Inc)

Conditions to Obligations of the Seller. The All of the obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written 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 Seller:

Appears in 1 contract

Samples: Acquisition Agreement (Electro Rent Corp)

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

Appears in 1 contract

Samples: Membership Interest and Stock Purchase Agreement (Transcanada Corp)

Conditions to Obligations of the Seller. The In addition to Section 6.01, the obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Transition Services Agreement (Celsion Corp)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement Proposed Transactions shall be subject to the fulfillment or written waiver, at on or prior to the Closing, Closing Date of each of the following conditions:conditions (unless waived in writing by the Seller in its absolute and sole discretion):

Appears in 1 contract

Samples: Asset Purchase Agreement

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

Appears in 1 contract

Samples: Stock Purchase Agreement (Riot Blockchain, Inc.)

Conditions to Obligations of the Seller. The obligations of the Seller to sell the Acquired Assets and to consummate the other transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each Closing (or the waiver in writing by the Seller) of the following conditions:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Energy East Corp)

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

Appears in 1 contract

Samples: Transition Services Agreement (Verisign Inc/Ca)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment satisfaction or written waiver, waiver (if permitted by applicable Law) at or prior to the Closing, Closing of each of the following additional conditions, none of which shall be deemed waived by Seller unless so waived in writing:

Appears in 1 contract

Samples: Asset Purchase Agreement (Bell Industries Inc /New/)

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