Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional conditions:
Appears in 72 contracts
Samples: Agreement and Plan of Merger (Stealth BioTherapeutics Corp), Agreement and Plan of Merger (Kongzhong Corp), Agreement and Plan of Merger (Qunar Cayman Islands Ltd.)
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate effect the Merger are is also subject to the satisfaction satisfaction, or waiver (where permissible) by Parent, at or prior to the Effective Time of the following additional conditions:
Appears in 42 contracts
Samples: Agreement and Plan of Merger (Zevra Therapeutics, Inc.), Agreement and Plan of Merger (Acer Therapeutics Inc.), Agreement and Plan of Merger (Xylem Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are will be subject to the satisfaction or waiver (where permissiblepermissible pursuant to applicable law) prior to the Effective Time of each of the following additional conditions, any of which may be waived exclusively by Parent:
Appears in 16 contracts
Samples: Agreement and Plan of Merger (New Relic, Inc.), Agreement and Plan of Merger (Natus Medical Inc), Agreement and Plan of Merger (Cloudera, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are will be subject to the satisfaction or waiver (where permissiblepermissible pursuant to applicable Law) at or prior to the Effective Time of each of the following additional conditions, any of which may be waived exclusively by Parent:
Appears in 16 contracts
Samples: Agreement and Plan of Merger (Everbridge, Inc.), Agreement and Plan of Merger (Everbridge, Inc.), Agreement and Plan of Merger (Alteryx, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following additional conditionsconditions at or prior to the Closing Date:
Appears in 13 contracts
Samples: Agreement and Plan of Merger (Zhang Ray Ruiping), Plan of Merger (Ctrip Investment Holding Ltd.), Plan of Merger (Ocean Imagination L.P.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are shall be subject to the satisfaction or waiver (where permissible) prior to the Effective Time of each of the following additional conditions, any of which may be waived exclusively by Parent:
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Cohu Inc), Agreement and Plan of Merger (Xcerra Corp), Agreement and Plan of Merger (Xcerra Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are will be subject to the satisfaction or waiver (where permissiblepermissible pursuant to applicable Law) prior to the Effective Time of each of the following additional conditions, any of which may be waived exclusively by Parent:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Rover Group, Inc.), Agreement and Plan of Merger (Tessco Technologies Inc), Agreement and Plan of Merger (Tufin Software Technologies Ltd.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to effect the Merger and to consummate the Merger other transactions contemplated by this Agreement are subject to the satisfaction or (to the extent permitted by Law) waiver (where permissible) by Parent, at or prior to the Effective Time, of the following additional conditions:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Inland Real Estate Corp), Agreement and Plan of Merger (Westport Innovations Inc), Agreement and Plan of Merger (Fuel Systems Solutions, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or (or, to the extent permitted by Applicable Law, waiver (where permissibleby Parent) of the following additional further conditions:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (PAE Inc), Agreement and Plan of Merger (Chiasma, Inc), Agreement and Plan of Merger (Amryt Pharma PLC)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or valid waiver (where permissible) of the following additional further conditions:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Manhattan Pharmaceuticals Inc), Agreement and Plan of Merger (Kerzner International LTD), Agreement and Plan of Merger (Community Health Systems Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) by Parent on or prior to the Closing Date of the following additional further conditions:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Supervalu Inc), Agreement and Plan of Merger (Jarden Corp), Agreement and Plan of Merger (Universal Health Services Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are shall be subject to the satisfaction (or waiver (by Parent where permissiblepermissible pursuant to applicable Law) at or prior to the Effective Time of each of the following additional conditions:
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Perficient Inc), Agreement and Plan of Merger (Kaleyra, Inc.), Agreement and Plan of Merger (Quotient Technology Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate the Merger are is subject to the satisfaction or, to the extent permitted by Applicable Law, waiver by Parent, at or waiver (where permissible) prior to Closing, of the following additional conditions:
Appears in 10 contracts
Samples: Agreement and Plan of Merger (DSP Group Inc /De/), Agreement and Plan of Merger (DSP Group Inc /De/), Agreement and Plan of Merger (Alaska Communications Systems Group Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction at or waiver (where permissible) prior to the Effective Time of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent and Merger Sub:
Appears in 9 contracts
Samples: Agreement and Plan of Reorganization (Twilio Inc), Agreement and Plan of Merger (SIMPLICITY ESPORTS & GAMING Co), Agreement and Plan of Merger (Align Technology Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger under this Agreement are subject to the satisfaction satisfaction, at or waiver (where permissible) before the Closing, of each of the following additional conditions:
Appears in 8 contracts
Samples: Amended Agreement and Plan of Merger (Pretoria Resources Two, Inc), Agreement and Plan of Merger (Pretoria Resources Two, Inc), Agreement and Plan of Merger (Sand Hills, Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional conditions:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Silk Road Medical Inc), Agreement and Plan of Merger (Chase Corp), Agreement and Plan of Merger (Chase Corp)
Conditions to the Obligations of Parent and Merger Sub. The In addition to the conditions set forth in Section 7.1, the respective obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or (to the extent permitted by Law) waiver (where permissible) by Parent at or prior to the Merger Closing Date of the following additional further conditions:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (WPX Energy, Inc.), Agreement and Plan of Merger (Multimedia Games Holding Company, Inc.), Agreement and Plan of Merger (Bally Technologies, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional further conditions:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Cable One, Inc.), Agreement and Plan of Merger (GXS Corp), Agreement and Plan of Merger (Netiq Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations of 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 additional conditions:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Highpower International, Inc.), Agreement and Plan of Merger (Asv Holdings, Inc.), Agreement and Plan of Merger (Metaldyne Performance Group Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are and the other transactions contemplated by this Agreement shall be subject to the satisfaction or waiver (where permissible) prior to the Effective Time of each of the following additional conditions, any of which may be waived exclusively by Parent:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Ultra Clean Holdings, Inc.), Agreement and Plan of Merger (Ultra Clean Holdings, Inc.), Agreement and Plan of Merger (Mazor Robotics Ltd.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or waiver (where permissibleby Parent and Merger Sub) of the following additional further conditions:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (WillScot Corp), Agreement and Plan of Merger (Western Digital Corp), Agreement and Plan of Merger (Silicon Storage Technology Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate and effect the Merger are shall be subject to the satisfaction at or waiver (where permissible) prior to the Closing Date of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent and Merger Sub:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Super League Gaming, Inc.), Agreement and Plan of Merger (Quantumsphere, Inc.), Agreement and Plan of Merger (Quantumsphere, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are and the transactions contemplated by this Agreement shall be subject to the satisfaction at or waiver (where permissible) prior to the Closing of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (NantKwest, Inc.), Agreement and Plan of Merger (NantKwest, Inc.), Agreement and Plan of Merger (NantKwest, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional conditions:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Pioneer Natural Resources Co), Agreement and Plan of Merger (Exxon Mobil Corp), Agreement and Plan of Merger (Pioneer Natural Resources Co)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are transactions contemplated hereby shall be subject to the satisfaction at or waiver (where permissible) prior to the Effective Time of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Evolving Systems Inc), Agreement and Plan of Merger (Fusion-Io, Inc.), Agreement and Plan of Merger (Teradata Corp /De/)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Merger and Merger Sub to consummate the Merger other transactions contemplated by this Agreement are subject to the satisfaction or (to the extent permitted by Law) waiver (where permissible) by Parent, at or prior to the Effective Time, of the following additional conditions:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Signature Office Reit Inc), Agreement and Plan of Merger (Griffin Capital Essential Asset REIT, Inc.), Agreement and Plan of Merger (Griffin Capital Essential Asset REIT, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of the Parent Parties to effect the Mergers and Merger Sub to consummate the Merger other transactions contemplated by this Agreement are subject to the satisfaction or (to the extent permitted by Law) waiver (where permissible) by Parent, at or prior to the Effective Time, of the following additional conditions:
Appears in 6 contracts
Samples: Agreement and Plan of Merger (American Realty Capital Global Trust II, Inc.), Agreement and Plan of Merger (Ventas Inc), Agreement and Plan of Merger (American Realty Capital Healthcare Trust Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of 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 additional conditions:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Sequoia Capital China I Lp), Agreement and Plan of Merger (Chiu Na Lai), Agreement and Plan of Merger (Le Gaga Holdings LTD)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated by this Agreement are subject to the satisfaction or (to the extent permitted by Law) waiver (where permissible) by Parent at or prior to the Effective Time of the following additional conditions:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Corindus Vascular Robotics, Inc.), Voting Agreement (Cas Medical Systems Inc), Agreement and Plan of Merger (K2m Group Holdings, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are and the other transactions contemplated by this Agreement shall be subject to the satisfaction or waiver (where permissible) prior to the Effective Time of each of the following additional conditions, any of which may be waived in writing exclusively by Parent:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Attunity LTD), Agreement and Plan of Merger (Elbit Vision Systems LTD), Agreement and Plan of Merger (Frutarom LTD)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are shall be subject to the satisfaction or waiver (where permissiblepermissible pursuant to applicable Law) at or prior to the Effective Time of each of the following additional conditions, any of which may be waived exclusively by Parent:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Zymergen Inc.), Agreement and Plan of Merger (Ginkgo Bioworks Holdings, Inc.), Agreement and Plan of Merger (Mandiant, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following additional conditions:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Apollo Endosurgery, Inc.), Agreement and Plan of Merger (Apollo Endosurgery, Inc.), Agreement and Plan of Merger (iKang Healthcare Group, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate effect the Merger are is also subject to the satisfaction (or waiver (where permissible) in writing if permissible under applicable Law), at or prior to the Effective Time, of the following additional conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Digital Cinema Destinations Corp.), Agreement and Plan of Merger (Rock-Tenn CO), Agreement and Plan of Merger (Rock-Tenn CO)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are is also subject to the satisfaction satisfaction, or waiver (where permissible) by Parent and Merger Sub, at or prior to the Effective Time of the following additional conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (PSS World Medical Inc), Agreement and Plan of Merger (McKesson Corp), Agreement and Plan of Merger (American Medical Alert Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be further subject to the satisfaction (or written waiver (where permissibleby Parent, if permissible under applicable Law) on or prior to the Closing Date of the following additional conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Momentive Performance Materials Inc.), Agreement and Plan of Merger (Momentive Performance Materials Inc.), Agreement and Plan of Merger (Abbott Laboratories)
Conditions to the Obligations of Parent and Merger Sub. The obligations of 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 Closing Date of the following additional conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (SKY-MOBI LTD), Agreement and Plan of Merger (Cnshangquan E-Commerce Co., Ltd.), Agreement and Plan of Merger (ChinaEquity USD Fund I L.P.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are and the Transactions shall be subject to the satisfaction or waiver (where permissible) prior to the Effective Time of each of the following additional conditions, any of which may be waived exclusively by Parent:
Appears in 4 contracts
Samples: Agreement (Sugarmade, Inc.), Agreement and Plan of Merger (Helix TCS, Inc.), Agreement and Plan of Merger (Helix TCS, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction (or written waiver (where permissibleby Parent, if permissible under applicable Law) on or prior to the Closing Date of the following additional conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Coupa Software Inc), Agreement and Plan of Merger (Buckeye Partners, L.P.), Agreement and Plan of Merger (Fresenius SE & Co. KGaA)
Conditions to the Obligations of Parent and Merger Sub. The obligations of 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 additional conditionsconditions at or prior to the Effective Time:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Nuco2 Inc /Fl), Agreement and Plan of Merger (Horowitz Seth), Agreement and Plan of Merger (Everlast Worldwide Inc)
Conditions to the Obligations of Parent and Merger Sub. The ------------------------------------------------------ obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Sonicwall Inc), Agreement and Plan of Merger and Reorganization (Netopia Inc), Agreement and Plan of Merger and Reorganization (Actuate Corp)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or (to the extent permitted by Law) waiver (where permissible) by Parent at or prior to the Effective Time of the following additional further conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (theMaven, Inc.), Agreement and Plan of Merger (Thestreet, Inc.), Agreement and Plan of Merger (IPC Healthcare, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional conditions:further conditions (any one of which may be waived in whole or part by Parent in its sole discretion by giving written notice to the Company in compliance with Section 10.1 hereof):
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Teradyne, Inc), Agreement and Plan of Merger (REVA Medical, Inc.), Agreement and Plan of Merger (Cytyc Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate the Merger are shall be further subject to the satisfaction satisfaction, or to the extent not prohibited by Applicable Law, waiver (where permissible) of, as of the Closing, of each of the following additional conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Fitbit, Inc.), Agreement and Plan of Merger (Astea International Inc), Agreement and Plan of Merger (General Mills Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) at or prior to the Closing Date of the following additional conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (E-House (China) Holdings LTD), Agreement and Plan of Merger (Mindray Medical International LTD), Agreement and Plan of Merger (SeaBright Holdings, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate the Merger are is subject to the satisfaction satisfaction, at or waiver (where permissible) prior to Closing, of the following additional conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (RMG Networks Holding Corp), Agreement and Plan of Merger (Parexel International Corp), Agreement and Plan of Merger (Mac-Gray Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations of 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 each of the following additional conditions:
Appears in 3 contracts
Samples: Merger Agreement (Olin Corp), Merger Agreement (Dow Chemical Co /De/), Agreement and Plan of Merger (LogMeIn, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate effect the Merger are is also subject to the satisfaction satisfaction, or waiver (where permissible) by Parent, at or prior to the Effective Time of the following additional conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Fly Leasing LTD), Agreement and Plan of Merger (Continental Building Products, Inc.), Agreement and Plan of Merger (Continental Building Products, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time or waiver (where permissible) of the following additional further conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sands Regent), Agreement and Plan of Merger (Herbst Gaming Inc), Agreement and Plan of Merger (Peregrine Systems Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction satisfaction, at or waiver (where permissible) prior to the Closing, of the following additional further conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Care.com Inc), Agreement and Plan of Merger (Mellanox Technologies, Ltd.), Agreement and Plan of Merger (Eresearchtechnology Inc /De/)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or written waiver (where permissible) by each of Parent and Merger Sub, if permissible under Applicable Law), at or prior to the Closing, of the following additional further conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Doma Holdings, Inc.), Agreement and Plan of Merger (Doma Holdings, Inc.), Agreement and Plan of Merger (Inovalon Holdings, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction satisfaction, at or waiver (where permissible) prior to the Closing, of the following additional conditions:conditions (which may be waived, in whole or in part, to the extent permitted by Law, by Parent):
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Polycom Inc), Agreement and Plan of Merger (Mitel Networks Corp), Agreement and Plan of Merger (Polycom Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional further conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Petco Animal Supplies Inc), Agreement and Plan of Merger (Penn National Gaming Inc), Agreement and Plan of Merger and Reorganization (About Com Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) in writing of the following additional conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (PRA International), Agreement and Plan of Merger (PRA International), Agreement and Plan of Merger (Bright Horizons Family Solutions Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver in writing (where permissible) as of the Closing of the following additional conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Aeroflex Inc), Agreement and Plan of Merger (Aeroflex Inc), Agreement and Plan of Merger (Gevity Hr Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of 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 Parent) of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Timber Pharmaceuticals, Inc.), Agreement and Plan of Merger (Timber Pharmaceuticals, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate the Merger are is subject to the satisfaction satisfaction, or, to the extent permitted by Applicable Law, waiver by Parent of, on or waiver (where permissible) prior to the Closing, of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Del Taco Restaurants, Inc.), Agreement and Plan of Merger (Jack in the Box Inc /New/)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction satisfaction, at or waiver (where permissible) prior to the Closing, of the following additional conditions:conditions (which may be waived by the written consent of Parent):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Food Technology Service Inc), Agreement and Plan of Merger (Telanetix,Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction satisfaction, or waiver (by Parent where permissible) , at or prior to the Effective Time, of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Landrys Restaurants Inc), Agreement and Plan of Merger (Landrys Restaurants Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate the Merger are is subject to the satisfaction satisfaction, or, to the extent permitted by Law, waiver by Parent of, at or waiver (where permissible) prior to the Closing, of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Chuy's Holdings, Inc.), Agreement and Plan of Merger (Darden Restaurants Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of 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 additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Stewart Enterprises Inc), Agreement and Plan of Merger (Service Corporation International)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are also subject to the satisfaction satisfaction, or, to the extent permitted by applicable Law, waiver by Parent, at or waiver (where permissible) prior to the Closing of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Diffusion Pharmaceuticals Inc.), Agreement and Plan of Merger (Diffusion Pharmaceuticals Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following additional conditionsconditions at or prior to the Effective Time:
Appears in 2 contracts
Samples: Merger Agreement (Avolon Holdings LTD), Agreement and Plan of Merger (China Mobile Games & Entertainment Group LTD)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or waiver (where permissibleby Parent) of the following additional further conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Presidential Life Corp), Agreement and Plan of Merger (Atlas Energy, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of 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 additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Stonemor Inc.), Agreement and Plan of Merger (Synutra International, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction or waiver (where permissible) waiver, at or prior to the Effective Time, of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Chesapeake Utilities Corp), Agreement and Plan of Merger (Quidel Corp /De/)
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate the Merger are is subject to the satisfaction or, to the extent permitted by applicable Law, waiver, on or waiver (where permissible) prior to the Closing, of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Diversicare Healthcare Services, Inc.), Agreement and Plan of Merger (Leaf Group Ltd.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction (or waiver (where permissibleby Parent in its sole discretion) of the following additional further conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lone Star Technologies Inc), Agreement and Plan of Merger (United States Steel Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where legally permissible) ), on or prior to the Effective Time, of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Verticalnet Inc), Agreement and Plan of Merger (E-Z-Em, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to effect the Merger and to consummate the Merger other transactions contemplated by this Agreement are subject to the satisfaction or (to the extent permitted by Law) waiver (where permissible) by Parent, at or prior to the Closing, of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Genco Shipping & Trading LTD), Agreement and Plan of Merger (Baltic Trading LTD)
Conditions to the Obligations of Parent and Merger Sub. The obligations of 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 additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Commonwealth Industries Inc/De/), Agreement and Plan of Merger (Imco Recycling Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate the Merger are shall be further subject to the satisfaction satisfaction, or to the extent permitted by Applicable Law, waiver (where permissible) of, at or prior to the Closing, of each of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Endurance International Group Holdings, Inc.), Agreement and Plan of Merger (Constant Contact, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or the waiver (where permissibleby Parent) of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sovos Brands, Inc.), Agreement and Plan of Merger (Campbell Soup Co)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction (or waiver (where permissibleby Xxxxxx and Merger Sub) of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger and the Subsequent Merger are subject to the satisfaction or waiver (where permissible) of the following additional conditions:further conditions (any or all of which may be waived by Parent and Merger Sub in whole or in part to the extent permitted by Applicable Law):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Brookfield Asset Management Inc.), Agreement and Plan of Merger (Oaktree Capital Group, LLC)
Conditions to the Obligations of Parent and Merger Sub. The obligations of 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 additional conditions:
Appears in 2 contracts
Samples: Merger Agreement and Plan of Reorganization (Mana Capital Acquisition Corp.), Business Combination Agreement (New Beginnings Acquisition Corp.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where or, to the extent legally permissible, waiver) of the following additional further conditions:
Appears in 2 contracts
Samples: Employment Agreement (National Holdings Corp), Employment Agreement (Vfinance Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are is subject to the satisfaction or (or, to the extent permitted by Applicable Law, waiver (where permissibleby Parent) of the following additional further conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bristol Myers Squibb Co), Agreement and Plan of Merger (Celgene Corp /De/)
Conditions to the Obligations of Parent and Merger Sub. The obligations of 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 additional further conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hologic Inc), Agreement and Plan of Merger (Gen Probe Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction (or written waiver (where permissibleby Parent, if permissible under applicable Law) on or prior to the Closing of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tabula Rasa HealthCare, Inc.), Agreement and Plan of Merger (Tabula Rasa HealthCare, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger Transaction are subject to the satisfaction (or waiver (where permissibleby Parent) at or prior to the Effective Time of each of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Infinera Corp), Agreement and Plan of Merger (Nokia Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissibleto the extent permitted by applicable Law) of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Abaxis Inc), Agreement and Plan of Merger (Zoetis Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction or waiver (where permissible) of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Capitol Acquisition Corp), Agreement and Plan of Merger (Enterprise Acquisition Corp.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional further conditions, any of which may be waived, in writing, exclusively by Parent:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Mercury Interactive Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or or, if permitted by applicable Law, waiver (where permissible) of the following additional further conditions:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) in writing of the following additional conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Boston Capital Real Estate Investment Trust Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are further subject to the satisfaction (or written waiver (where permissible) by Parent, if permissible under Applicable Law), at or prior to the Closing, of the following additional further conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Apartment Income REIT, L.P.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are shall be subject to the satisfaction or waiver by Parent (where permissiblepermissible under applicable Law) on or prior to the Closing Date of each of the following additional conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Shockwave Medical, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are will be subject to the satisfaction (or waiver (where permissiblewaiver, if permissible pursuant to applicable Legal Requirements, by Parent and Merger Sub) prior to the Effective Time of each of the following additional conditions:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are will be subject to the satisfaction or waiver (where permissiblepermissible pursuant to applicable Legal Requirements) prior to the Effective Time of each of the following additional conditions, any of which may be waived exclusively by Parent:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cornerstone OnDemand Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger and the other Transactions are subject to the satisfaction or waiver (waiver, where permissible) , by Parent or Merger Sub, as the case may be, of the following additional conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger And (Wits Basin Precious Minerals Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or valid waiver (where permissible) of the following additional further conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Genesis Healthcare Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver in writing (where permissible) ), in their sole discretion, of the following additional conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Penn Millers Holding Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger and the other transactions contemplated hereby are subject to the satisfaction (or waiver (where permissibleby Parent and Merger Sub) of the following additional further conditions:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger Mergers are subject to the satisfaction or (or, to the extent permitted by Law, waiver (where permissibleby Parent) of the following additional further conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Quality Care Properties, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are further subject to the satisfaction or waiver (where permissible) of the following additional conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (AssetMark Financial Holdings, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following additional conditions:further conditions (any one of which may be waived in whole or part by Parent, in its sole discretion, by giving written notice to the Company in compliance with Section 10.1):
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction or valid waiver (where permissible) in writing by Parent of the following additional further conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cardiodynamics International Corp)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction or waiver (where permissible) at or prior to the Effective Time of the following additional conditions:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or waiver (where permissible) by each of Parent and Merger Sub, if permissible under Applicable Law), at or prior to the Closing, of the following additional further conditions:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are and the Transactions shall be subject to the satisfaction or waiver (where permissible) at the Closing of each of the following additional conditions, any of which may be waived, in writing, exclusively by Parent:
Appears in 1 contract
Samples: Option Cancellation Agreement (Constant Contact, Inc.)
