Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Fremont Partners Lp), Agreement and Plan of Merger (Juno Lighting Inc), Agreement and Plan of Merger (Square D Co)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are shall be subject to the fulfillment satisfaction, or waiver in writing by Parent or Merger Sub, at or prior to the Effective Time Closing of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (RCS Capital Corp), Agreement and Plan of Merger (FTT Holdings, Inc.), Agreement and Plan of Merger (Agco Corp /De)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub under this Agreement to consummate the Merger and the other transactions contemplated by this Agreement hereby are subject to the fulfillment at or and satisfaction, prior to or at the Effective Time time at which the Closing is scheduled to occur, of each of the following additional conditionsconditions precedent, any one or all more of which may be waived waived, in whole part or in part full, by Parent to the extent permitted by applicable Law:in writing.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Veeco Instruments Inc), Agreement and Plan of Merger (Veeco Instruments Inc), Agreement and Plan of Merger (Sourcefire Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub under this Agreement to consummate the Merger and the other transactions contemplated by this Agreement hereby are subject to the fulfillment at or and satisfaction, prior to or at the Effective Time time at which the Closing is scheduled to occur, of each of the following additional conditionsconditions precedent, any one or all more of which may be waived waived, in whole part or in part full, by Parent to the extent permitted by applicable Law:or Merger Sub in writing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Webmethods Inc), Agreement and Plan of Merger by And (Hughes Communications, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate and effect this Agreement and the transactions contemplated by this Agreement are hereby shall be subject to the fulfillment satisfaction at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived waived, in whole or in part writing, by Parent to the extent permitted by applicable Lawand Merger Sub in their sole discretion:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Chicos Fas Inc), Agreement and Plan of Merger (Comscore, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement Merger are subject to the fulfillment fulfillment, at or prior to the Effective Time Time, of each of the following additional conditions, conditions (any or all of which may be waived by Parent in whole or in part by Parent to the extent permitted by applicable Law:):
Appears in 2 contracts
Samples: Merger Agreement (PanAmSat Holding CORP), Merger Agreement (Intelsat LTD)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement hereby are also subject to the fulfillment satisfaction, or (to the extent permitted by applicable Law) waiver by Parent, at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Trust Agreement (Bluegreen Vacations Holding Corp), Trust Agreement (Hilton Grand Vacations Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the transactions contemplated by this Agreement are Merger shall be subject to the fulfillment at or prior to before the Effective Time of each of the following additional conditions, any or all of which may be unless waived in whole or in part by Parent to the extent permitted by applicable LawParent:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Morlex Inc /Co), Agreement and Plan of Merger (Morlex Inc /Co)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable LawLaws:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (E-House (China) Holdings LTD), Agreement and Plan of Merger (China Real Estate Information Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement hereby are subject to the fulfillment at satisfaction or waiver by Parent on or prior to the Effective Time of each Closing Date of the following additional further conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Abm Industries Inc /De/), Agreement and Plan of Merger (HMS Holdings Corp)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are shall be subject to the fulfillment or Parent’s waiver, at or prior to the Effective Time Closing, of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Harvest Health & Recreation Inc.), Agreement and Plan of Merger and Reorganization
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are subject to the fulfillment satisfaction or, to the extent permitted, waiver in writing at or prior to the Effective Time Closing, of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Neiman Marcus Group LTD Inc.), Agreement and Plan of Merger (Valeant Pharmaceuticals International, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are Merger shall be subject to the fulfillment at or satisfaction or, to the extent permitted by applicable law, waiver prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent waived, to the extent permitted by applicable Lawlaw, exclusively by Parent:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Valley Telephone Co., LLC), Agreement and Plan of Merger (Knology 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 other transactions contemplated by this Agreement are shall be subject to the fulfillment satisfaction, at or prior to the Effective Time of each Time, of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Lawcondition:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cole Credit Property Trust Inc), Agreement and Plan of Merger (American Realty Capital Properties, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pansoft CO LTD), Agreement and Plan of Merger (Funtalk China Holdings LTD)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement Contemplated Transactions are subject to the fulfillment at or prior to the Effective Time Closing of each of the following additional conditions, any or all of which may be waived in writing in whole or in part by Parent or Merger Sub to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated by this Agreement are is subject to the fulfillment at on or prior to the Effective Time Closing of each of the following additional conditions, conditions (all or any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:in its sole discretion):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Bimini Mortgage Management Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement the Transaction Agreements are subject to the fulfillment satisfaction or, to the extent permitted, waiver in writing at or prior to the Effective Time Closing of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement hereby are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Lawfurther requirements that:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are Merger is subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent and Merger Sub to the extent permitted by applicable Lawlaw:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Liberty Alliance, Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are further subject to the fulfillment at satisfaction (or prior to the Effective Time of each of the following additional conditionswritten waiver, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law, by Parent in its sole discretion) of each of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Mxxxxx Sub to consummate the transactions contemplated by this Agreement Contemplated Transactions are subject to the fulfillment at or prior to the Effective Time Closing of each of the following additional conditions, conditions (any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:Parent):
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are subject to the fulfillment satisfaction at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent and Merger Sub, as the case may be, to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The All obligations of Parent and Merger Sub to consummate the transactions contemplated by under this Agreement are subject to the fulfillment at or and satisfaction, prior to or at the Effective Time time at which the Closing Date is scheduled to occur, of each of the following additional conditionsconditions precedent, any one or all more of which may be waived waived, in whole part or in part full, by Parent to the extent permitted by applicable Law:or Merger Sub in writing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Si International Inc)
Conditions to the Obligations of Parent and Merger Sub. The ------------------------------------------------------ respective obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent and Merger Sub, as the case may be, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Texas Instruments Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions Transactions contemplated by this Agreement are shall be subject to the fulfillment at or prior to satisfaction as of the Effective Time of each of the following additional conditions, conditions (any or all of which may be waived, in writing, exclusively by Parent and Merger Sub (it being understood that each such condition is solely for the benefit of Parent and Merger Sub and may be waived in whole writing without notice, liability or in part by Parent obligation to the extent permitted by applicable Law:any other Person)):
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the transactions contemplated by this Agreement are shall be further subject to the fulfillment at or prior to the Effective Time of each Closing Date of the following additional conditions, any one or all more of which may be waived in whole or in part by Parent to the extent permitted by applicable LawParent:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Mxxxxx Sub to consummate the transactions contemplated by this Agreement Contemplated Transactions are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in writing in whole or in part by Parent or Merger Sub to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are shall be subject to the fulfillment satisfaction at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived waived, in whole or in part writing, exclusively by Parent to the extent permitted by applicable LawParent:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are hereby shall be subject to the fulfillment satisfaction at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived waived, in whole or in part writing, exclusively by Parent to the extent permitted by applicable LawParent:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Sumtotal Systems Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent and Merger Sub, as the case may be, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Viisage Technology Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement Transactions are subject to the fulfillment satisfaction or written waiver (where permissible under applicable Law) at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are subject to the fulfillment at or prior to the Effective Time Closing Date of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent and Merger Sub, as the case may be, to the extent permitted by applicable Law:
Appears in 1 contract
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 by this Agreement are hereby shall be subject to the fulfillment satisfaction at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived waived, in whole or in part writing, exclusively by Parent to the extent permitted by applicable Law:and Merger Sub: 45
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Sonicwall Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are Transactions will be subject to the fulfillment (or written waiver by Parent and Merger Sub) at or prior to the Effective Time Closing of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (BlueLinx Holdings Inc.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger, the US Subsidiary Purchase and the other transactions contemplated by this Agreement are shall be subject to the fulfillment at satisfaction or waiver prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part exclusively by Parent to the extent permitted by applicable LawParent:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Meridian Bioscience Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are Merger shall be subject to the fulfillment at or prior to the Merger Effective Time of each of the following additional conditions, any or and all of which may be waived waived, in whole or in part part, in writing by Parent and Merger Sub to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Joinder Agreement (Roman DBDR Tech Acquisition Corp.)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement are shall be subject to the fulfillment at or prior to the Effective Time or at Closing of each of the following additional conditions, any or and all of which may be waived waived, in whole or in part part, by Parent and Merger Sub to the extent permitted by applicable Lawlaw:
Appears in 1 contract
Samples: Agreement and Plan of Merger (United Rentals North America Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement Merger are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent or Merger Sub, as the case may be, to the extent permitted by applicable Applicable Law:.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Wit Capital Group Inc)
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement Merger are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent or Merger Sub, as the case may be, to the extent permitted by applicable Law:law.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Wit Capital Group Inc)
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement Contemplated Transactions are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in writing in whole or in part by Parent or Merger Sub to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to consummate the transactions contemplated by this Agreement Contemplated Transactions are subject to the fulfillment at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent and Merger Sub to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the fulfillment satisfaction or written waiver by Parent, at or prior to the Effective Time Closing, of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent to the extent permitted by applicable Law:
Appears in 1 contract
Conditions to the Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger and the transactions contemplated by this Agreement are shall be subject to the fulfillment satisfaction at or prior to the Effective Time Closing of each of the following additional conditions, any or all of which may be waived in whole or in part by Parent (to the extent permitted legally permitted), in writing, exclusively by applicable LawParent:
Appears in 1 contract
