Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 38 contracts
Samples: Merger Agreement (Stealth BioTherapeutics Corp), Merger Agreement (Kongzhong Corp), Merger Agreement (Qunar Cayman Islands Ltd.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditionsconditions at or prior to the Closing Date:
Appears in 18 contracts
Samples: Merger Agreement (China Zenix Auto International LTD), Merger Agreement (Tang Liang), Merger Agreement (Ossen Innovation Co. Ltd.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 17 contracts
Samples: Agreement and Plan of Merger (Lenco Mobile Inc.), Merger Agreement (Lenco Mobile Inc.), Merger Agreement (DemandTec, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 14 contracts
Samples: Merger Agreement (Omega Protein Corp), Merger Agreement (Care.com Inc), Merger Agreement (Mellanox Technologies, Ltd.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) at or prior to the Effective Time of the following conditions:
Appears in 9 contracts
Samples: Merger Agreement (Mam Software Group, Inc.), Merger Agreement (Highpower International, Inc.), Merger Agreement (Asv Holdings, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) in writing to the extent permitted by applicable Law at or prior to the Effective Time of the following conditions:
Appears in 9 contracts
Samples: Merger Agreement (Layne Christensen Co), Merger Agreement (Granite Construction Inc), Merger Agreement (TTM Technologies Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction satisfaction, at or waiver (where permissible) before the Effective Time, of each of the following conditions:
Appears in 7 contracts
Samples: Merger Agreement (Blair Corp), Merger Agreement (Magellan Holdings, Inc.), Merger Agreement (Allion Healthcare Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub Acquisition Corp. to consummate the Merger are subject to the satisfaction satisfaction, at or waiver (where permissible) before the Effective Time, of each of the following conditions:
Appears in 6 contracts
Samples: Merger Agreement (National Home Health Care Corp), Merger Agreement (National Home Health Care Corp), Agreement and Plan of Merger (National Home Health Care Corp)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Co to consummate the Merger are subject to the satisfaction or waiver in writing (where permissible) as of the Closing of the following conditions:
Appears in 6 contracts
Samples: Merger Agreement (Ss&c Technologies Inc), Merger Agreement (Transmontaigne Inc), Agreement and Plan of Merger (Transmontaigne Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger and the other Transactions are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) at or prior to the Effective Time of the following conditions:
Appears in 6 contracts
Samples: Merger Agreement (SKY-MOBI LTD), Merger Agreement (Sequoia Capital China I Lp), Merger Agreement (Le Gaga Holdings LTD)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) of the following conditions:
Appears in 6 contracts
Samples: Merger Agreement (Nordson Corp), Merger Agreement (Nordson Corp), Merger Agreement (Nordson Corp)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditionsconditions on or prior to the Closing Date:
Appears in 5 contracts
Samples: Merger Agreement (TDCX Inc.), Merger Agreement (Genetron Holdings LTD), Merger Agreement (O2micro International LTD)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Xxxxxx Sub to consummate the Merger Transactions, including the Merger, are subject to the satisfaction or waiver (where permissible) at or prior to the Closing of the following conditions:
Appears in 5 contracts
Samples: Merger Agreement (NextPlat Corp), Merger Agreement (Progressive Care Inc.), Merger Agreement (Progressive Care Inc.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, THL and Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditions:
Appears in 4 contracts
Samples: Plan of Merger (Sogou Inc.), Merger Agreement (Tencent Holdings LTD), Merger Agreement (Sohu.com LTD)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub Parties to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under Applicable Law) by the mutual written consent of Parent and the Company, at or prior to the Merger Effective Time of each of the following conditions:
Appears in 4 contracts
Samples: Merger Agreement (CSS Industries Inc), Merger Agreement (Ig Design Group Americas, Inc.), Merger Agreement (Essendant Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Co to consummate the Merger are subject to the satisfaction or waiver in writing (where permissible) of the following conditions:
Appears in 4 contracts
Samples: Merger Agreement (Industrial Distribution Group Inc), Merger Agreement (Open Solutions Inc), Merger Agreement (King Luther Capital Management Corp)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissible) of the following conditions:
Appears in 4 contracts
Samples: Merger Agreement (Cepheid), Merger Agreement (Wausau Paper Corp.), Merger Agreement (American Safety Insurance Holdings LTD)
Conditions to the Obligations of Each Party. The obligations obligation of the Company, Parent and Merger Sub each party hereto to consummate the Merger are is subject to the satisfaction or or, to the extent not prohibited by Applicable Law, waiver (where permissible) of, as of the Closing, of the following conditions:
Appears in 4 contracts
Samples: Merger Agreement, Merger Agreement (Fitbit, Inc.), Merger Agreement (General Mills Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or (or, to the extent permitted by Law, the waiver (where permissiblein writing by each such party) of the following conditions:
Appears in 3 contracts
Samples: Merger Agreement (BM Technologies, Inc.), Merger Agreement (Timber Pharmaceuticals, Inc.), Merger Agreement (Timber Pharmaceuticals, Inc.)
Conditions to the Obligations of Each Party. The ------------------------------------------- obligations of the Company, Parent Purchaser and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 3 contracts
Samples: Merger Agreement (Gateway 2000 Inc), Merger Agreement (Gateway 2000 Inc), Merger Agreement (Advanced Logic Research Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent Parent, First Merger Sub and Second Merger Sub to consummate the Merger Mergers are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) at or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Merger Agreement (Grail, LLC), Merger Agreement (Grail, LLC), Merger Agreement (Illumina, Inc.)
Conditions to the Obligations of Each Party. The respective obligations of the CompanyParent, Parent and Merger Sub and the Company to consummate the Merger are shall be subject to the satisfaction or waiver (where permissibleexcept with respect to the condition set forth in Section 8.1(a), which cannot be waived) by mutual written agreement of Parent and the Company (subject to the approval of the Special Committee), prior to the Effective Time, of each of the following conditions:
Appears in 3 contracts
Samples: Merger Agreement (Liu Tianwen), Merger Agreement (Vimicro International CORP), Merger Agreement (WSP Holdings LTD)
Conditions to the Obligations of Each Party. The obligations of the Company, Holdco, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) at or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Merger Agreement (Full Alliance International LTD), Merger Agreement (Yongye International, Inc.), Merger Agreement (Morgan Stanley)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Acquiror, First Merger Sub and Second Merger Sub to consummate the Merger Transactions, including the Mergers, are subject to the satisfaction or waiver (where permissible) at or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Business Combination Agreement (Jet Token Inc.), Business Combination Agreement (Oxbridge Acquisition Corp.), Business Combination Agreement (Tortoise Acquisition Corp. II)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of each party of the following conditions:
Appears in 3 contracts
Samples: Merger Agreement (Ariba Inc), Merger Agreement (Ariba Inc), Merger Agreement (I Many Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) as of the Closing of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Gevity Hr Inc), Agreement and Plan of Merger (Aeroflex Inc), Merger Agreement (Aeroflex Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Offerors and Merger Sub the Company to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 3 contracts
Samples: Merger Agreement (Steinberg Craig B), Merger Agreement (Atalanta Acquisition Co), Merger Agreement (Atalanta Acquisition Co)
Conditions to the Obligations of Each Party. The obligations of the Company, on the one hand, and Parent and Merger Sub Sub, on the other hand, to consummate the Merger are subject to the satisfaction or (or, if permissible, waiver (where permissibleby the party for whose benefit such conditions exist) of the following conditions:
Appears in 3 contracts
Samples: Merger Agreement (Nac Re Corp), Merger Agreement (Exel LTD), Merger Agreement (Igo Corp)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Subsidiary to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Formfactor Inc), Merger Agreement (Longs Drug Stores Corp)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or waiver (where permissiblewritten waiver, if permissible under applicable Law) on or prior to the Closing of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Gen Probe Inc), Merger Agreement (Hologic Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Subsidiary to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Roanoke Electric Steel Corp), Merger Agreement (Steel Dynamics Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger Transactions, including the Merger, are subject to the satisfaction or waiver (where permissible) at or prior to the Closing of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Mana Capital Acquisition Corp.), Business Combination Agreement (New Beginnings Acquisition Corp.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Parent, Merger Sub I and Merger Sub II to consummate the Merger are Transactions are, subject to the satisfaction or waiver (where permissiblepermissible and by the Party for whose benefit such condition exists) at or prior to the Closing, of the following conditions:
Appears in 2 contracts
Samples: Business Combination Agreement (Rosecliff Acquisition Corp I), Business Combination Agreement (Rosecliff Acquisition Corp I)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditionsconditions at or prior to the Effective Time:
Appears in 2 contracts
Samples: Merger Agreement (Avolon Holdings LTD), Merger Agreement (China Mobile Games & Entertainment Group LTD)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) at or prior to the Closing of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Imco Recycling Inc), Merger Agreement (Commonwealth Industries Inc/De/)
Conditions to the Obligations of Each Party. The obligations of the Company, Holdco, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Chuanwei Zhang), Merger Agreement (China Ming Yang Wind Power Group LTD)
Conditions to the Obligations of Each Party. The obligations of the Company, the Company Subreits, TRS LLC, Parent and Merger Sub to consummate the Merger Mergers are subject to the satisfaction (or to the extent permitted by Law, mutual waiver (where permissibleby both the Company and Parent) of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Quality Care Properties, Inc.), Merger Agreement (Welltower Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Subsidiary to consummate the Merger are subject to the satisfaction or (to the extent permissible under Applicable Law) waiver (where permissible) of the following conditions:
(a) no Applicable Law shall prohibit or make illegal the consummation of the Merger; and
(b) the Acceptance Time shall have occurred on the terms and subject to the conditions set forth herein.
Appears in 2 contracts
Samples: Merger Agreement (Roche Holding LTD), Merger Agreement (Foundation Medicine, Inc.)
Conditions to the Obligations of Each Party. The obligations of the CompanyCompany Entities, the Parent Entities and the Merger Sub Subs to consummate the Merger are Mergers shall be subject to the satisfaction (or written waiver (where permissible) by the Company Entities, the Parent Entities and the Merger Subs, if permissible by Law), at or prior to the Effective Time, of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Emanuel Ariel), Merger Agreement (Endeavor Group Holdings, Inc.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or written waiver (where permissibleby all parties, if permissible under Applicable Law) at or prior to the Effective Time of each of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Cotiviti Holdings, Inc.), Merger Agreement (Cbeyond, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or (to the extent permitted by applicable Law) waiver (where permissible) of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Stewart Enterprises Inc), Merger Agreement (Service Corporation International)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) on or prior to the Closing of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Boston Scientific Corp), Merger Agreement (Axonics, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Purchaser to consummate the Merger are subject to the satisfaction or waiver (where permissible) in writing at or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (American Fiber Systems, Inc.), Merger Agreement (Fibernet Telecom Group Inc\)
Conditions to the Obligations of Each Party. The respective obligations of Parent, Acquisition Sub and the Company, Parent and Merger Sub Company to consummate the Merger are shall be subject to the satisfaction (or waiver (where permissibleby each of Parent and the Company if permissible under applicable Law) prior to the Effective Time, of each of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Elanco Animal Health Inc), Merger Agreement (Aratana Therapeutics, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub and Buyer to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Celldex Therapeutics, Inc.), Merger Agreement (Curagen Corp)
Conditions to the Obligations of Each Party. The obligations of the CompanyCompany and Parent (and, Parent and in the event of a Subsidiary Merger Sub Election, Merger Subsidiary) to consummate the Merger are subject to the satisfaction or waiver (where or, to the extent permissible, waiver) of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Rehabcare Group Inc), Merger Agreement (Kindred Healthcare, Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Company and Merger Sub Buyer to consummate the Merger are subject to the satisfaction or waiver (where or, to the extent legally permissible, waiver) of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Saunders Acquisition Corp), Merger Agreement (Franklin Electronic Publishers Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Company and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditionsconditions at or prior to the Closing Date:
Appears in 2 contracts
Samples: Merger Agreement (51job, Inc.), Merger Agreement (Yan Rick)
Conditions to the Obligations of Each Party. The obligations of the Company, the SFC Equityholders, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Navarre Corp /Mn/), Merger Agreement (Navarre Corp /Mn/)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of each of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Quantrx Biomedical Corp), Merger Agreement (Nurx Pharmaceuticals, Inc.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent Parent, Midco and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) at or prior to the Effective Time of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Chen Chris Shuning), Merger Agreement (Pactera Technology International Ltd.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub Purchaser to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Crystal Rock Holdings, Inc.), Merger Agreement (Arctic Cat Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or mutual waiver (where permissibleto the extent permitted by applicable Law) of the following conditions:
Appears in 2 contracts
Samples: Merger Agreement (Zoetis Inc.), Agreement and Plan of Merger (Abaxis Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditionsconditions on or prior to the Effective Time:
Appears in 1 contract
Samples: Merger Agreement (iClick Interactive Asia Group LTD)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and each Merger Sub to consummate the Merger Transactions, including the Mergers, are subject to the satisfaction or waiver (where permissible) in writing by all of the parties at or prior to the Closing of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Virgin Group Acquisition Corp. II)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Company and Merger Sub Buyer to consummate the Merger are subject to the satisfaction or waiver (where permissible) at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) by mutual written agreement of Parent and the Company (subject to the approval of the Special Committee) of the following conditionsconditions at or prior to the Effective Time:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Acquisition Sub to consummate the Merger are subject to the satisfaction (or written waiver (where permissibleby all parties, if permissible under Applicable Law) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or written waiver (where permissibleby all parties, if permissible under Applicable Law and other than the condition set forth in Section 7.01(a), which may not be waived by any party) at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Model N, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or valid waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of each of the Company, Parent the Company Shareholders, Parent, Sister Sub and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) by such party in writing, to the extent permitted by Applicable Law and not specifically prohibited herein, at or prior to the Closing, of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Universal Truckload Services, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub each Party to consummate the Merger Mergers are subject to the satisfaction or (or, to the extent permitted by Applicable Law, waiver (where permissibleby each of the Company and Acquirer) of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Aon PLC)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Parent, First Merger Sub and Second Merger Sub to consummate the Merger Transactions, including the Mergers, are subject to the satisfaction or waiver (where permissible) at or prior to the Closing of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Isleworth Healthcare Acquisition Corp.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Constellation and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Constellation Alpha Capital Corp.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the First Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Company and Merger Sub Co to consummate the Merger are subject to the satisfaction or waiver in writing (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger and the other Transactions are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Wits Basin Precious Minerals Inc)
Conditions to the Obligations of Each Party. The respective obligations of the CompanyParent, Parent and Merger Sub and the Company to consummate the Merger are shall be subject to the satisfaction (or waiver (where permissibleby each of Parent and the Company if permissible under applicable Law) prior to the Effective Time, of each of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible and with respect to a waiver by the Company only with the approval of the Special Committee, except with respect to the Requisite Company Vote required under Section 7.01(a) which is not waivable) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations ------------------------------------------- of the Company, Parent and Merger Sub Subsidiary to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (International Flavors & Fragrances Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Company and Parent and Merger Sub Subsidiary to consummate the Merger are subject to the satisfaction or waiver (where or, to the extent permissible, waiver) of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Metropolitan Health Networks Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are shall be subject to the satisfaction (or written waiver (where permissible) by the Company, Parent and Merger Sub, if permissible by Law), at or prior to the Effective Time, of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or (or, to the extent permitted by law, the waiver (where permissiblein writing by each such party) as of the Closing of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Zogenix, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Parent, Merger Sub, and Merger Sub II to consummate the Merger Mergers are subject to the satisfaction or (or, to the extent permitted by Applicable Law, waiver (where permissibleby each of the Company and Parent) of the following conditionsconditions at or prior to the Effective Time:
Appears in 1 contract
Samples: Merger Agreement (Skillz Inc.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Ultimate Parent, Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or written waiver (where permissibleby all parties, if permissible under Applicable Law) of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Brocade Communications Systems Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Parent, Buyer and Merger Sub Subsidiary to consummate the Merger are subject to the satisfaction or waiver (where or, to the extent legally permissible, waiver) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Pensare and Merger Sub to consummate the Merger Transactions, including the Merger, are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Samples: Business Combination Agreement (PENSARE ACQUISITION Corp)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub and Parent to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub Parties to consummate the Merger Mergers are subject to the satisfaction or written waiver by Parent and the Company (where permissiblepermissible under applicable Law) at or prior to the Closing of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Forward Air Corp)
Conditions to the Obligations of Each Party. The obligations of the Company, Holdco, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of each of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Company and Merger Sub Barington to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Barington/Hilco Acquisition Corp.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Company to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Zhaopin LTD)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent, Intermediate Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissible) by the Company and Parent of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Parent, Company, Parent and Merger Sub and Buyer to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent Holdco, Parent, and Merger Sub to consummate the Merger Mergers are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Samples: Business Combination Agreement (Cambridge Capital Acquisition Corp)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are and the other Transactions shall be subject to the satisfaction (or written waiver (where permissible) by the Company, Parent, and Merger Sub, if permissible by applicable Law), at or prior to the Effective Time, of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Bojangles', Inc.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger and the other Transactions are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Laws) at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (SYSWIN Inc.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent Company and Merger Sub Purchaser to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of the CompanyParent, Parent and Merger Sub and the Company to consummate the Merger are subject to the satisfaction or waiver (where permissible) satisfaction, at the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Emdeon Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Subs to consummate the Merger Transactions, including the Merger, are subject to the satisfaction or waiver (where permissible) at or prior to the Closing of the following conditions:
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Conditions to the Obligations of Each Party. The obligations of the CompanyCompany and Securityholders, on the one hand, and Parent and Merger Sub Sub, on the other hand, to consummate the Merger are subject to the satisfaction (or, if permissible, waiver by the party for whose benefit such conditions exist) at or waiver (where permissible) prior to the Closing of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or (or, to the extent permitted by law, the waiver (where permissiblein writing by each such party) prior to the Effective Time of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) in writing of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Bright Horizons Family Solutions Inc)
Conditions to the Obligations of Each Party. The respective ------------------------------------------- obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent DFB Healthcare and Merger Sub to consummate the Merger and the other transactions contemplated hereby are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (DFB Healthcare Acquisitions Corp.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) at or prior to the Closing Date of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Global-Tech Advanced Innovations Inc.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger Transactions are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Samples: Merger Agreement (Arden Group Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub each party to consummate effect the Merger are shall be subject to the satisfaction or waiver (where permissible) in writing by Parent and the Company, at or prior to the Effective Time, of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Penn Millers Holding Corp)
