Conditions to Seller’s Obligation to Close. Seller's obligation to sell the Acquisition Assets and to take the other actions required to be taken by Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Seller, in whole or in part).
Appears in 4 contracts
Samples: Asset Purchase Agreement (Integrated Living Communities Inc), Asset Purchase Agreement (Integrated Living Communities Inc), Asset Purchase Agreement (Integrated Living Communities Inc)
Conditions to Seller’s Obligation to Close. Seller's obligation The obligations of Seller at Closing to sell the Acquisition Assets and to take assign the Assumed Contracts and the other actions required liabilities to be taken assumed by Seller at the Closing is Purchaser pursuant to Section 2.2 hereof are subject to the satisfaction, satisfaction at or prior to the Closing, of each all of the following conditions (any conditions, compliance with which, or the occurrence of which which, may be waived by Seller, in whole or in part).part by Seller:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Capital Senior Living Corp), Asset Purchase Agreement (NHP Retirement Housing Partners I LTD Partnership), Asset Purchase Agreement (Capital Senior Living Corp)
Conditions to Seller’s Obligation to Close. Seller's ’s obligation to sell the Acquisition Assets and to take the other actions required to be taken by Seller at the Closing Shares is subject to the satisfaction, at fulfillment on or prior to before the Closing, of each Closing of the following conditions (any of which may be conditions, unless waived by the Seller, in whole or in part).:
Appears in 2 contracts
Samples: Stock Purchase Agreement (CAI International, Inc.), Stock Purchase Agreement (CAI International, Inc.)
Conditions to Seller’s Obligation to Close. Seller's The obligation of Seller to sell the Acquisition Assets and to take the other actions required to be taken by Seller at effect the Closing is subject to the satisfaction, satisfaction (or waiver by Seller) at or prior to the Closing, of each Closing of the following conditions (any of which may be waived by Seller, in whole or in part).additional conditions:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Hilltop Holdings Inc.), Stock Purchase Agreement (Enstar Group LTD)
Conditions to Seller’s Obligation to Close. Seller's The obligation of Seller to cause the applicable Company Subsidiary to sell and transfer the Acquisition Assets and Interests to take the other actions required to Purchaser shall be taken by Seller at the Closing is subject to the satisfaction, satisfaction of the following conditions precedent at or prior to the Closing, of each of the following conditions (any and all of which may be waived (to the extent permitted by Seller, applicable Law) in writing in whole or in part).part by Seller:
Appears in 2 contracts
Samples: Purchase and Sale Agreement and Joint Escrow Instructions (Select Income REIT), Purchase and Sale Agreement and Joint Escrow Instructions (Senior Housing Properties Trust)
Conditions to Seller’s Obligation to Close. Seller's obligation All obligations of Seller to sell the Acquisition Assets Acquired Assets, to transfer the Business, and to take the perform any other actions required to be taken by Seller action at the Closing is are subject to the satisfactionfulfillment, at or prior to or at the Closing, of each of the following conditions (conditions, any of which may be waived by Seller, Seller in whole or in part)part without written or oral notice of such waiver to Buyer.
Appears in 2 contracts
Samples: Asset Sale and Purchase (Zila Inc), Asset Sale and Purchase Agreement (Worthington Foods Inc /Oh/)
Conditions to Seller’s Obligation to Close. Seller's obligation The obligations of Seller to sell consummate the Acquisition Assets and to take the other actions required to Merger shall be taken by Seller at the Closing is subject to the satisfaction, at on or prior to the Closing, of each of the following conditions (conditions, any of which may be waived by Seller, Seller in whole or in part).writing:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (American Vantage Companies), Agreement and Plan of Merger (Genius Products Inc)
Conditions to Seller’s Obligation to Close. Seller's ’s obligation to sell the Acquisition Acquired Assets and to take the other actions required to be taken by Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Seller, Seller in whole or in part).):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Lodgenet Entertainment Corp), Asset Purchase Agreement (Lodgenet Entertainment Corp)
Conditions to Seller’s Obligation to Close. Seller's obligation The Sellers’obligation to sell the Acquisition Assets and to take the other actions required to be taken by Seller Sold Shares at the Closing is are subject to the satisfactionfulfillment, at the discretion of the Sellers, at or prior to before the Closing, of each Closing of the following conditions (precedent, any one or more of which may be waived by Seller, in whole or in part).part by the Sellers:
Appears in 1 contract
Samples: Share Purchase Agreement (Bos Better Online Solutions LTD)
Conditions to Seller’s Obligation to Close. Seller's The obligation of the Seller to sell transfer, assign, and deliver the Acquisition Assets and Acquired Purchase Contracts to take the other actions required Buyers pursuant to be taken by Seller at the Closing this Agreement is subject to the satisfaction, at or prior to the Closing, satisfaction (unless waived in writing by Seller) of each of the following conditions (any at and as of which may be waived by Seller, in whole or in part)the Closing.
Appears in 1 contract
Conditions to Seller’s Obligation to Close. The Seller's ’s obligation to sell the Acquisition Purchased Assets and to take the other actions required to be taken by Seller at the Closing is subject to the satisfaction, at fulfillment on or prior to before the Closing, of each Closing of the following conditions (any of which may be conditions, unless waived by the Seller, in whole or in part).
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Conditions to Seller’s Obligation to Close. Seller's The obligation to sell the Acquisition Assets and to take the other actions required to be taken by of Seller at the Closing is hereunder are subject to the satisfaction, at on or prior to the ClosingClosing Date, of each all of the following conditions (any conditions, compliance with which, or the occurrence of which which, may be waived by Sellerwaived, in writing, in whole or in part)part by Seller.
Appears in 1 contract
Samples: Asset Purchase Agreement (Lone Star Technologies Inc)
Conditions to Seller’s Obligation to Close. Seller's The obligation of the Seller to sell transfer, assign, and deliver the Acquisition Assets and Acquired Purchase Contracts to take the other actions required Buyer pursuant to be taken by Seller at the Closing this Agreement is subject to the satisfaction, at or prior to the Closing, satisfaction (unless waived in writing by seller) of each of the following conditions (any at and as of which may be waived by Seller, in whole or in part)the Closing.
Appears in 1 contract
Conditions to Seller’s Obligation to Close. Seller's obligation to sell consummate the Acquisition Assets and to take the other actions required to be taken by Seller at the Closing Asset Purchase is subject to the satisfaction, at satisfaction on or prior to the ClosingClosing Date, or waiver by Seller, of each all of the following conditions (any of which may be waived by Seller, in whole or in part).conditions:
Appears in 1 contract
Conditions to Seller’s Obligation to Close. Seller's The obligation of Seller to sell the Acquisition sell, convey, transfer and assign Assets and to take otherwise consummate the other actions required to transactions contemplated hereby shall be taken by Seller at the Closing is subject to the satisfaction, at or prior to before the ClosingClosing Date, of each of the following conditions (any of which may be waived by Seller, in whole or in part).conditions:
Appears in 1 contract
Samples: Asset Repurchase Agreement (Jean Philippe Fragrances Inc)
Conditions to Seller’s Obligation to Close. Seller's obligation to sell consummate the Acquisition Assets and to take the other actions required to be taken by Seller at the Closing Purchase is subject to the satisfaction, at satisfaction on or prior to the ClosingClosing Date, or waiver by Seller, of each all of the following conditions (any of which may be waived by Seller, in whole or in part).conditions:
Appears in 1 contract
Conditions to Seller’s Obligation to Close. Seller's ’s obligation to sell consummate the Acquisition Assets Transaction, and to take the other actions required to be taken by Seller such Persons at the Closing Closing, is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Seller, the Seller in whole or in part)., in writing):
Appears in 1 contract
Samples: Asset Purchase Agreement (Pcm, Inc.)
Conditions to Seller’s Obligation to Close. Seller's The obligation of Seller to sell consummate the Acquisition sale of the Purchased Assets and to take the other actions required to shall be taken by Seller at the Closing is subject to the satisfactionsatisfaction and fulfillment, at or prior to and on the ClosingClosing Date, of each of the following express conditions precedent (any of which may be waived by Seller, in whole or in part).):
Appears in 1 contract
Samples: Asset Purchase Agreement (Mad Catz Interactive Inc)
Conditions to Seller’s Obligation to Close. Seller's The obligation of the Seller to sell transfer, assign, and deliver the Acquisition Assets and Acquired Purchase Contracts to take the other actions required Buyer pursuant to be taken by Seller at the Closing this Agreement is subject to the satisfaction, at or prior to the Closing, satisfaction (unless waived in writing by Seller) of each of the following conditions (any at and as of which may be waived by Seller, in whole or in part)the Closing.
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Conditions to Seller’s Obligation to Close. Seller's obligation to sell consummate the Acquisition purchase of the Assets and to take the other actions required to be taken by Seller at the Closing Business is subject to the satisfaction, at satisfaction on or prior to the ClosingClosing Date, or waiver by Seller, of each all of the following conditions (any of which may be waived by Seller, in whole or in part).conditions:
Appears in 1 contract
Conditions to Seller’s Obligation to Close. Seller's obligation All obligations of Seller to sell the Acquisition Assets Shares and to take the perform any other actions required to be taken by Seller action at the Closing is are subject to the satisfactionfulfillment, at or prior to or at the Closing, of each of the following conditions (conditions, any of which may be waived by Seller, Seller in whole or in part).
Appears in 1 contract
Samples: Stock Purchase Agreement (North Pointe Holdings Corp)
Conditions to Seller’s Obligation to Close. Seller's obligation to sell and transfer the Acquisition Assets Membership Interests and to take the other actions required to be taken by Seller at the Closing is subject to the satisfaction, at or prior to the Closing, of each of the following conditions (any of which may be waived by Seller, in whole or in part).):
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Nortia Capital Partners, Inc.)
Conditions to Seller’s Obligation to Close. Seller's The obligation of Seller to sell transfer, assign, and deliver the Acquisition Acquired Assets and to take the other actions required Buyer pursuant to be taken by Seller at the Closing this Agreement is subject to the satisfaction, at or prior to the Closing, satisfaction (unless waived in writing by Seller) of each of the following conditions (any at and as of which may be waived by Seller, in whole or in part).the Closing:
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Conditions to Seller’s Obligation to Close. All obligations of Seller and Seller's obligation Affiliates to sell the Acquisition Assets Acquired Assets, to transfer the Business, and to take the perform any other actions required to be taken by Seller action at the Closing is are subject to the satisfactionfulfillment, at or prior to or at the Closing, of each of the following conditions (conditions, any of which may be waived by Seller, Seller in whole or in part)part without written or oral notice of such waiver to Buyer.
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Conditions to Seller’s Obligation to Close. Seller's The obligation of Seller to sell sell, convey, transfer and assign the Acquisition Transferred Assets and to take otherwise consummate the other actions required to transactions contemplated hereby shall be taken by Seller at the Closing is subject to the satisfactionsatisfaction (or waiver by Seller), at or prior to before the Closing, of each of the following conditions (any of which may be waived by Seller, in whole or in part).conditions:
Appears in 1 contract
Samples: Asset Sale and Purchase Agreement (Geo Specialty Chemicals Inc)
Conditions to Seller’s Obligation to Close. Seller's The obligation of Seller to sell the Acquisition Assets and to take the other actions required to be taken by Seller at effect the Closing hereunder is subject to the satisfaction, at or prior to the Closing, of each all of the following conditions (any each of which is for the sole benefit of Seller and may be waived by Seller, Seller in whole or in part).its sole discretion):
Appears in 1 contract
Conditions to Seller’s Obligation to Close. Seller's The obligation of Seller to sell the Acquisition Assets at Closing and to take consummate the other actions required to be taken by Seller at the Closing transactions contemplated hereby, is subject to the satisfactionsatisfaction (or waiver by Seller, at or prior to the Closing, in Seller's sole discretion) as of Closing of each of the following conditions (any of which may be waived by Seller, in whole or in part).conditions:
Appears in 1 contract
Samples: Asset Purchase Agreement (Black Warrior Wireline Corp)