Conditions to Obligations of the Stockholders. The obligations of the Stockholders under this Agreement are subject to the fulfillment, at the Closing Date, of the following conditions precedent, each of which may be waived in writing in the sole discretion of the Stockholders' Representative, who shall have the power and authority to bind all of the Stockholders:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Breed Technologies Inc), Stock Purchase Agreement (Advanced Energy Industries Inc), Stock Purchase Agreement (Lifeline Systems Inc)
Conditions to Obligations of the Stockholders. The obligations obligation of each Stockholder to effect the Stockholders under purchase and sale contemplated by this Agreement and to consummate the other transactions contemplated hereby to occur on the Closing Date are further subject to the fulfillment, at the Closing Date, satisfaction of the following conditions precedent, each (any of which may be waived by such Stockholder in writing whole or in the sole discretion of the Stockholders' Representative, who shall have the power and authority to bind all of the Stockholders:part):
Appears in 2 contracts
Samples: Stock Purchase Agreement (Paramount Group, Inc.), Stock Purchase Agreement (Paramount Group, Inc.)
Conditions to Obligations of the Stockholders. The obligations of the Stockholders under to consummate the transactions contemplated by this Agreement are subject to the fulfillment, at the Closing Date, satisfaction of each of the following conditions precedent, each of which may be unless waived in writing in on or prior to the sole discretion of Closing Date by the Stockholders' Stockholder Representative, who shall have the power and authority to bind all of the Stockholders:
Appears in 2 contracts
Samples: Stock Purchase Agreement (J H Heafner Co Inc), Stock Purchase Agreement (California Tire Co)
Conditions to Obligations of the Stockholders. The obligations of the Stockholders under to consummate the transactions contemplated by this Agreement are shall be subject to the fulfillmentfulfillment or written waiver, at or prior to the Closing, of each of the following conditions, and, at the Closing DateClosing, of the following Purchaser shall provide an officer’s certificate confirming that the conditions precedent, each of which may be waived in writing in the sole discretion of the Stockholders' Representative, who shall (a) and (b) have the power and authority to bind all of the Stockholdersbeen fulfilled:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Reliance Steel & Aluminum Co), Stock Purchase Agreement (PNA Group, Inc.)
Conditions to Obligations of the Stockholders. The obligations of the Stockholders under this Agreement are subject to the fulfillment, at the Closing Date, of the following conditions precedent, each of which may be waived in writing in the sole discretion of the Stockholders' Representative, who shall have the power and authority to bind all of the Stockholders:
Appears in 1 contract
Samples: Exchange Agreement (Orbitz Inc)
Conditions to Obligations of the Stockholders. The All of the obligations of the Stockholders under to make the deliveries contemplated by section 2.04 of this Agreement are subject to the fulfillment, fulfillment prior to or at the Closing Date, of each of the following conditions precedentconditions, each of which may be unless waived in writing in the sole discretion of the Stockholders' Representative, who shall have the power and authority to bind all of by the Stockholders:
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Conditions to Obligations of the Stockholders. The obligations of the Stockholders under this Agreement are subject to the fulfillment, at or before the Closing Date, of the following conditions precedent, each of which may be waived in writing in the sole discretion of the Stockholders' ’ Representative, who shall have the power and authority to bind all each of the Stockholders:
Appears in 1 contract
Samples: Stock Purchase Agreement (American Management Systems Inc)
Conditions to Obligations of the Stockholders. The obligations of the Stockholders under this Agreement are subject to the fulfillment, at the Closing Date, of the following conditions precedent, each of which may be waived in writing in the sole discretion of the Stockholders or the Stockholders' Representative, who shall have the power and authority to bind all of the Stockholders:
Appears in 1 contract
Conditions to Obligations of the Stockholders. The obligations of the Stockholders under this Agreement are subject to the fulfillment, at the Closing Date, of the following conditions precedent, each of which may be waived in writing in the sole discretion of the Stockholders' RepresentativeRepresentatives, who shall have the power and authority to bind all of the Stockholders:
Appears in 1 contract
Conditions to Obligations of the Stockholders. The obligations of the Stockholders under this Agreement are subject to the fulfillment, at the Closing Date, of the following conditions precedent, each of which may be waived in writing in the sole discretion of the Stockholders' Representative, who shall have the power and authority to bind all of the Stockholders:
Appears in 1 contract
