Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is subject to the satisfaction of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 23 contracts
Samples: Purchase Agreement (Avangrid, Inc.), Purchase Agreement (Avangrid, Inc.), Membership Interest Purchase Agreement (Energy Transfer Partners, L.P.)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is hereby to occur at the Closing are subject to the satisfaction of each of the following conditions, any one unless waived in whole or more of which may be waived in part in writing by Seller:
Appears in 14 contracts
Samples: Securities Purchase Agreement (Goodman Networks Inc), Securities Purchase Agreement (Goodman Networks Inc), Securities Purchase Agreement (Goodman Networks Inc)
Conditions to the Obligations of Seller. The obligation Except as otherwise specifically set forth herein, all obligations of Seller to consummate the transactions contemplated by under this Agreement is are subject to the satisfaction fulfillment and satisfaction, prior to or at the Closing, of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 12 contracts
Samples: Asset Purchase Agreement, Form of Asset Purchase Agreement (GrowGeneration Corp.), Form of Asset Purchase Agreement (GrowGeneration Corp.)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction fulfillment, at or prior to the Closing, of the following conditions, any one or more of which may may, to the extent permitted by applicable Law, be waived in writing by SellerSeller in its sole discretion:
Appears in 8 contracts
Samples: Share Purchase Agreement (Equitrans Midstream Corp), Share Purchase Agreement (Equitrans Midstream Corp), Share Purchase Agreement (Equitrans Midstream Corp)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction of the following conditions, any one or more of which may be waived in writing by Sellerconditions precedent:
Appears in 7 contracts
Samples: Asset Purchase and Collaboration Agreement (XRpro Sciences, Inc.), Asset Purchase Agreement (Kensey Nash Corp), Asset Purchase Agreement (Intersil Corp/De)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is hereby are subject to the satisfaction (or waiver by Seller) of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 6 contracts
Samples: Stock Purchase Agreement (MTR Gaming Group Inc), Stock Purchase Agreement (Health Net Inc), Purchase Agreement (Foundation Health Systems Inc)
Conditions to the Obligations of Seller. The obligation of Seller to consummate effect the transactions contemplated by this Agreement hereby is also subject to the satisfaction (or waiver in writing if permissible under applicable law), at or prior to the Closing, of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 5 contracts
Samples: Asset Purchase Agreement (Irobot Corp), Asset Purchase Agreement (Princeton Review Inc), Asset Purchase Agreement (Princeton Review Inc)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement hereby is subject to the satisfaction of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 5 contracts
Samples: Purchase Agreement (Teekay Corp), Limited Liability Company Interest (Teekay Corp), Limited Liability Company Interest (Teekay LNG Partners L.P.)
Conditions to the Obligations of Seller. The obligation obligations of Seller Seller, to consummate the transactions contemplated by this Agreement is Closing are subject to the satisfaction satisfaction, or written waiver by Seller (“Buyer Exception Notice”), of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 5 contracts
Samples: Asset Purchase Agreement (Comstock Mining Inc.), Asset Purchase Agreement (Comstock Mining Inc.), Membership Interest Purchase Agreement
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction fulfillment or Seller’s waiver, at or before the Closing, of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Trulieve Cannabis Corp.), Asset Purchase Agreement (Trulieve Cannabis Corp.), Asset Purchase Agreement (Trulieve Cannabis Corp.)
Conditions to the Obligations of Seller. The obligation Unless waived in writing by Seller, the obligations of Seller to consummate the transactions transaction contemplated by this Agreement is are subject to the satisfaction at or prior to the Closing of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 4 contracts
Samples: Agreement (Bank Plus Corp), Purchase Assets and Assume Liabilities (Bank Plus Corp), Agreement to Purchase (Bank Plus Corp)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate sell the Sold Assets and otherwise to effect the transactions contemplated by this Agreement is hereby shall be subject to the satisfaction satisfaction, as of the Closing, of the following conditions, conditions (except to the extent any one or more of which may be the following conditions shall have been expressly waived in writing by Seller:):
Appears in 4 contracts
Samples: Asset Sale Agreement (Cronos Global Income Fund Xv Lp), Asset Sale Agreement (Cronos Global Income Fund Xvi Lp), Asset Sale Agreement (Cronos Global Income Fund Xvi Lp)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by in this Agreement is are subject to the satisfaction (or waiver by Seller) of the following additional conditions, any one or more of which may be waived in writing by Seller:
Appears in 4 contracts
Samples: Asset Purchase Agreement (WaferGen Bio-Systems, Inc.), Asset Purchase Agreement (WaferGen Bio-Systems, Inc.), Asset Purchase Agreement (Osiris Therapeutics, Inc.)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is hereby are subject to the satisfaction (or waiver by Seller) of the following further conditions, any one or more of which may be waived in writing by Seller:
Appears in 4 contracts
Samples: Purchase Agreement (Carson Inc), Purchase Agreement (Ceres Group Inc), Purchase Agreement (Ivax Corp /De)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is subject to the satisfaction fulfillment prior to or at the Closing, of the following conditions, conditions (any one or more all of which may be waived by Seller in writing whole or in part to the extent not prohibited by Seller:applicable Laws):
Appears in 3 contracts
Samples: Stock Purchase Agreement (Merit Medical Systems Inc), Stock Purchase Agreement (Merit Medical Systems Inc), Stock Purchase Agreement (Merit Medical Systems Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction fulfillment at or prior to the Closing of each of the following conditions, any one or more and all of which may be waived in writing whole or in part by SellerSeller to the extent permitted by applicable Law:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Cott Corp /Cn/), Stock Purchase Agreement (American Greetings Corp), Participation Interest Purchase Agreement (BMB Munai Inc)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction or, to the extent permitted by applicable Law, waiver of the following conditions, any one or more of which may be waived in writing by Sellerconditions precedent:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Ani Pharmaceuticals Inc), Asset Purchase Agreement (Ani Pharmaceuticals Inc), Asset Purchase Agreement (Ani Pharmaceuticals Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate consummate, or cause to be consummated, the transactions contemplated by this Agreement is are also subject to the satisfaction of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 3 contracts
Samples: Equity Purchase Agreement (Viad Corp), Equity Purchase Agreement (Sunpower Corp), Securities Purchase Agreement (Actuant Corp)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is subject to the satisfaction of the following additional conditions, any one or more of which may be waived in writing by Seller:
Appears in 3 contracts
Samples: Asset Purchase Agreement (United Components Inc), Asset Purchase Agreement (UCI Holdco, Inc.), Stock Purchase Agreement (Chancellor Media Corp of Los Angeles)
Conditions to the Obligations of Seller. The Each and every obligation of Seller to consummate the transactions contemplated by under this Agreement is shall be subject to the satisfaction satisfaction, of each of the following conditions, any one or more of which may be conditions unless waived in writing by Seller:
Appears in 3 contracts
Samples: Agreement for Purchase and Sale of Stock (Gold Crown Holdings LTD), Agreement for Purchase and Sale of Stock (Langley Richard H Jr), Agreement for Purchase and Sale of Stock (Langley Richard H Jr)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction on and as of the Closing of each of the following additional conditions, any one or more of which may be waived in writing by Seller:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Journey Medical Corp), Asset Purchase Agreement (Journey Medical Corp), Asset Purchase Agreement (Fortress Biotech, Inc.)
Conditions to the Obligations of Seller. The obligation of Seller to consummate effect the transactions contemplated by this Agreement is hereby to be consummated at the Closing shall be subject to the satisfaction of each of the following conditions, any one or more of which may be unless waived in writing by Seller:.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Griffin-American Healthcare REIT III, Inc.), Asset Purchase Agreement (Griffin-American Healthcare REIT III, Inc.), Asset Purchase Agreement (Griffin-American Healthcare REIT III, Inc.)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction fulfillment at or prior to the Closing Date of each of the following conditions, any one or more all of which may be waived in writing whole or in part by SellerSeller to the extent permitted by applicable Law:
Appears in 3 contracts
Samples: Acquisition Agreement, Acquisition Agreement (New Skies Satellites Nv), Acquisition Agreement (New Skies Satellites Nv)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate effect the transactions contemplated by this Agreement is Merger shall be further subject to the satisfaction of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 3 contracts
Samples: Business Combination Agreement (Charter Financial Corp/Ga), Agreement and Plan of Merger (Yonkers Financial Corp), Atlantic Bank of New York
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction satisfaction, or the waiver by Seller, at or before the Closing, of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Cobalis Corp), Asset Purchase Agreement (SCC Communications Corp), Asset Purchase Agreement (SCC Communications Corp)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction of the following conditions, any one or more of which may be except to the extent waived by Seller in writing by Sellerat the Closing:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Transcrypt International Inc), Preferred Stock and Warrant Purchase Agreement (Transcrypt International Inc), Preferred Stock Purchase Agreement (Transcrypt International Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction of each of the following conditions, conditions (any one or more all of which may be waived in writing in whole or in part by Seller:):
Appears in 3 contracts
Samples: Share Purchase Agreement (Coca-Cola Enterprises, Inc.), Share Purchase Agreement (Coca Cola Co), Share Purchase Agreement (Coca Cola Enterprises Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction at or prior to the Closing of each of the following conditionsconditions (it being understood that, if permitted by applicable Law, Seller may waive any one or more of which may be waived in writing by Seller:the following conditions):
Appears in 2 contracts
Samples: Asset Purchase Agreement (1847 Holdings LLC), Membership Interest Purchase Agreement (Albany Molecular Research Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is herein are subject to the satisfaction of the following further conditions, any one or more of which may be waived in writing by Seller:
Appears in 2 contracts
Samples: LLC Interest Purchase Agreement (Clikia Corp.), LLC Interest Purchase Agreement (Clikia Corp.)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction of the following conditions, any one or more of which may be waived in writing by Selleradditional conditions precedent:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Valeant Pharmaceuticals International, Inc.), Asset Purchase Agreement (Prestige Brands Holdings, Inc.)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is subject to the satisfaction (or waiver by Seller) of the following conditions, any one conditions precedent to be satisfied prior to or more at the time of which may be waived in writing by Sellerthe Closing:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Time America Inc), Asset Purchase Agreement (Time America Inc)
Conditions to the Obligations of Seller. The obligation All obligations of the Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction (or waiver by Seller) prior thereto of each of the following conditions, but any one or more particular condition that requires action by Seller shall not constitute a condition to the obligations of which may be waived in writing by Seller:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Cortendo AB), Asset Purchase Agreement (Cortendo AB)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is subject to the are expressly conditioned upon satisfaction of the following conditionsconditions on or prior to the Closing Date with respect to the subject transaction, any one or more of which may be unless waived in writing by Seller; provided, that any such condition precedent within the direct control Seller shall not be deemed a condition precedent with respect to Seller’s obligations to consummate the transactions:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Greenbrier Companies Inc), Purchase and Sale Agreement (Greenbrier Companies Inc)
Conditions to the Obligations of Seller. The obligation obligations of the Seller to consummate the transactions contemplated by this Agreement is herein are subject to the satisfaction or waiver in writing (where permissible) as of the Closing of the following additional conditions, any one or more of which may be waived in writing by Seller:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Wireless Telecom Group Inc), Asset Purchase Agreement (Wireless Telecom Group Inc)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction or, to the extent permitted by applicable Law, waiver of the following conditions, any one or more of which may be waived in writing by Seller:conditions precedent:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ani Pharmaceuticals Inc), Asset Purchase Agreement (Ani Pharmaceuticals Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by under this Agreement is shall be subject to the satisfaction satisfaction, or waiver by Seller at Closing, of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Vision Bancshares Inc), Stock Purchase Agreement (Banctrust Financial Group Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by under this Agreement is shall be further subject to the satisfaction or waiver by Seller, at or prior to the Effective Time, of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 2 contracts
Samples: Acquisition Agreement (Ust Corp /Ma/), Agreement and Plan of Reorganization (Ust Corp /Ma/)
Conditions to the Obligations of Seller. The obligation Except to the extent waived by Seller in writing, the obligations of Seller to consummate the transactions contemplated by this Agreement is herein and to sell the Stock shall be subject to the satisfaction of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Alleghany Corp /De), Stock Purchase Agreement (Alleghany Corp /De)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are further subject to the satisfaction of the following conditions, conditions (any one or more of which may be waived in writing by Seller:Seller in whole or in part):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ashford Hospitality Prime, Inc.), Purchase and Sale Agreement (Ashford Hospitality Trust Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is hereby shall be subject to the satisfaction of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Harland Clarke Holdings Corp), Stock Purchase Agreement (PNC Financial Services Group Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller Sellers to consummate the transactions contemplated by this Agreement is are subject to the satisfaction fulfillment at or prior to the Closing of each of the following conditions, conditions (any one or more all of which may be waived in writing whole or in part by Seller:Sellers):
Appears in 2 contracts
Samples: Asset Transfer Agreement (Vanda Pharmaceuticals Inc.), Asset Transfer Agreement (Vanda Pharmaceuticals Inc.)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by under this Agreement is are subject to the satisfaction of the following conditions, any one or more of which may be conditions (unless waived by Seller in writing by Seller:at the Closing):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Snap2 Corp), Asset Purchase Agreement (Alphanet Solutions Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller hereunder to consummate the transactions contemplated by this Agreement is are subject to the satisfaction fulfillment, at or before each Closing, of each of the following conditions, conditions (all or any one or more of which may be waived in writing in whole or in part by Seller:Seller in its sole reasonable discretion):
Appears in 2 contracts
Samples: Heloc Flow Purchase and Servicing Agreement (PennyMac Financial Services, Inc.), Heloc Flow Purchase and Servicing Agreement (PennyMac Mortgage Investment Trust)
Conditions to the Obligations of Seller. The obligation Unless waived in writing by Seller, the obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction at or before the Closing of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 2 contracts
Samples: First Financial Service Corp, First Savings Financial Group Inc
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by under this Agreement is are subject to the satisfaction fulfillment or satisfaction, at or prior to the Closing, of the following conditions, any one or more of which may be unless waived by Seller in writing by Sellerhis sole discretion:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Healthextras Inc), Securities Purchase Agreement (Healthextras Inc)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by under this Agreement is shall be subject to the satisfaction of the following conditions, any one or more of which may be waived in writing by Sellerconditions precedent:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Nexeo Solutions Holdings, LLC), Asset Purchase Agreement (Nexeo Solutions Holdings, LLC)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is subject to the satisfaction of the following conditions, conditions (any one or more all of which may be waived in writing by Seller:Seller at or prior to each Closing):
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (TerrAscend Corp.), Membership Interest Purchase Agreement
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are, unless otherwise waived by Seller, subject to the satisfaction fulfillment of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Titan Corp), Asset Purchase Agreement (Maxwell Technologies Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction of the following conditions, any one or more all of which may be waived in writing by Seller:
Appears in 2 contracts
Samples: Stock Purchase Agreement (MSC Industrial Direct Co Inc), Stock Purchase Agreement (Kennametal Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by under this Agreement is are subject to the satisfaction at or prior to Closing of the following conditions, but compliance with any one or more of which such conditions may be waived in writing by Seller:
Appears in 2 contracts
Samples: Recapitalization Agreement (Software Ag Systems Inc), Recapitalization Agreement (Thayer Equity Investors Iii Lp)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the sale of the Shares and the other transactions contemplated by this Agreement is are subject to the satisfaction at or prior to the Closing of the following conditions, any one or more conditions (each of which may be waived in writing whole or in part by Seller:Seller to the extent permitted by applicable Law):
Appears in 2 contracts
Samples: Stock Purchase Agreement (Rockwood Specialties Group Inc), Stock Purchase Agreement (Om Group Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is hereby are subject to the satisfaction or written waiver by Seller (where permissible) of the following additional conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate consummate, or cause to be consummated, the transactions contemplated by this Agreement is are also subject to the satisfaction of the following conditionsconditions at the Closing, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is Transactions shall be subject to the satisfaction of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Stock Purchase Agreement (Victory Capital Holdings, Inc.)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is hereby are subject to the satisfaction or waiver of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Chateau Communities Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate sell, assign, convey and deliver the transactions contemplated by this Agreement is Membership Interest hereof are subject to the satisfaction on and as of the Closing of each of the following conditions, any one conditions (or more Seller’s expressed waiver of which may be waived such condition in writing by Seller:writing):
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation Unless waived in writing by Seller, the obligations of Seller to consummate the transactions transaction contemplated by this Agreement is are subject to the satisfaction satisfaction, in good faith, at or prior to the Closing of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is subject to the satisfaction of the following additional conditions, any one or more of which may be waived (where permissible under applicable Law) in writing by Seller:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Thestreet, Inc.)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement Contemplated Transactions is subject to the fulfillment or satisfaction on and as of the Closing Date of each of the following conditions, conditions (any one or more of which may only be waived in writing whole or in part by Seller:Seller at its sole discretion).
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Verso Corp)
Conditions to the Obligations of Seller. The obligation obligations of the Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction or waiver, at or before the Closing, of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Asset Purchase Agreement (A-Mark Precious Metals, Inc.)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement hereunder is subject to the satisfaction (or written waiver by Seller) of each of the following further conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Asset Purchase Agreement (Borden Chemicals & Plastics Limited Partnership /De/)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction fulfillment, at or prior to each Closing, of the following conditions, any one or more of which may may, to the extent permitted by applicable Law, be waived in writing by SellerSeller in its sole discretion:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is will be subject to the satisfaction fulfillment at or prior to the Closing of each of the following conditions, any one or more and all of which may be waived in writing whole or in part by SellerSeller to the extent permitted by applicable Legal Requirement:
Appears in 1 contract
Samples: Asset Purchase Agreement (Navidea Biopharmaceuticals, Inc.)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is Purchase shall be subject to the satisfaction of the following conditions, any one or more all of which may be waived waived, in writing whole or in part, by SellerSeller to the extent permitted by Applicable Law:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Surewest Communications)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction fulfillment, at or prior to the Closing, of each of the following conditions, any one or more of which may be waived in writing by SellerSeller in its sole discretion:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by under this Agreement is are subject to the satisfaction fulfillment, at or prior to the Closing, of each of the following conditions, conditions (any one or more of which may be waived in writing by Seller:):
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement Transactions is subject to the satisfaction of the following further conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction or, if permitted by applicable Legal Requirements, waiver by Seller of the following further conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction or Seller’s waiver (to the extent permitted by applicable Law) in its sole discretion, at or before the Closing, of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Conditions to the Obligations of Seller. The Seller's obligation of Seller to consummate sell the transactions contemplated by Shares under this Agreement is subject to the satisfaction on or before the Closing of the following conditions, any one or more of which may be unless waived in writing by Seller:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation Unless waived in writing by Seller, the obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction at or prior to the Closing of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Stock Purchase Agreement (Harrington Financial Group Inc)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the purchase and sale of the Purchased Units and the other transactions contemplated by this Agreement is subject to the satisfaction satisfaction, or (to the extent permitted by applicable Law) waiver by Seller, of each of the following conditions, any one additional conditions at or more as of which may be waived in writing by Sellerimmediately prior to the Closing:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Specialty Building Products, Inc.)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement Acquisition is subject to fulfillment, prior to or at the satisfaction Closing, of the following conditions, any one conditions (compliance with which or more the occurrence of which may be waived in writing whole or in part by Seller:Seller in writing):
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction of the following conditions, conditions (any one or more of which may may, at the option of Seller, be waived in writing by Seller:it or to Closing hereunder):
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is subject to the satisfaction at or prior to the Closing of the following conditionsconditions (unless waived, any one or more of which may be waived in writing to the extent permitted by applicable Law, by Seller:):
Appears in 1 contract
Samples: Stock Purchase Agreement (Hayes Lemmerz International Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction fulfillment or Seller's waiver, at or prior to the Closing, of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Asset Purchase Agreement (Troika Media Group, Inc.)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction fulfillment, at or prior to Closing, of the following conditions, any one or more of which may may, to the extent permitted by applicable Law, be waived in writing by SellerSeller in its sole discretion:
Appears in 1 contract
Samples: Share Purchase Agreement (Aria Renewable Energy Systems LLC)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by under this Agreement is are subject to the satisfaction at or before the Closing of the following conditions, conditions (any one or more of which Seller may be waived in writing by Seller:waive):
Appears in 1 contract
Samples: Purchase and Sale Agreement (P&l Coal Holdings Corp)
Conditions to the Obligations of Seller. The obligation of Seller to consummate consummate, or cause to be consummated, the transactions contemplated by this Agreement is subject to the satisfaction of the following additional conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Asset Purchase Agreement (Orchids Paper Products CO /DE)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate consummate, or cause to be consummated, the transactions contemplated by this Agreement is are also subject to the satisfaction of the following conditionsconditions at or prior to the Closing, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is subject to the satisfaction (or written waiver by Seller) of each of the following further conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Purchase Agreement (Borden Chemicals & Plastics Limited Partnership /De/)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction or waiver (where permissible), at or prior to Closing, of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation obligations of --------------------------------------- Seller to consummate the transactions contemplated by this Agreement is hereby are subject to the satisfaction of the following additional conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Stock Purchase Agreement (United Defense Industries Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction and fulfillment at or prior to Closing of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Asset Purchase Agreement (Source Information Management Co)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction at or prior to the Closing of each of the following conditions, any one or more and all of which may be waived waived, in writing whole or in part, by SellerSeller to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Intercontinental Hotels Group PLC /New/)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction fulfillment, at or prior to the Closing, of each of the following conditions, any one or more of which may may, to the extent permitted by applicable Law, be waived in writing by SellerSeller in its sole discretion:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is subject to the satisfaction of the following additional conditions, any one or more of which may be waived (if legally permitted) in writing by Seller:.
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement Transactions is subject to the satisfaction of the following additional conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Membership Interests Purchase Agreement (HG Holdings, Inc.)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction fulfillment in all material respects as of the Closing of the following conditions, conditions (any one or more all of which Seller may be waived in writing by Seller:waive):
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Creek Road Miners, Inc.)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by under this Agreement is are subject to the satisfaction fulfillment, prior to the Closing, of each of the following conditions, any one or more of which may be waived by the Seller in writing by Sellerits sole discretion:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation of Seller to consummate the purchase and sale of the Purchased Interests and the other transactions contemplated by this Agreement is subject to the satisfaction satisfaction, or waiver (to the extent permitted by applicable Law) by Seller, of each of the following conditions, any one additional conditions at or more of which may be waived in writing by Sellerprior to the Closing:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Enpro Industries, Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by under this Agreement is are subject to the satisfaction fulfillment by Purchaser prior to or at the Closing of each of the following conditions, any one or more of which may be waived by Seller in writing by Sellerits sole discretion:
Appears in 1 contract
Samples: Real Estate Purchase Agreement (Scott Technologies Inc)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction or Seller’s waiver of each of the following conditions, any one additional conditions precedent at or more of which may be waived in writing by Sellerprior to the Closing:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Adams Resources & Energy, Inc.)
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate the transactions contemplated by this Agreement is shall be subject to the satisfaction or waiver (where permissible), at or prior to the Closing, of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Asset Purchase Agreement (Washington Group International Inc)
Conditions to the Obligations of Seller. The obligation obligations of Seller under this Agreement to consummate the transactions contemplated by this Agreement is hereby shall be subject to the satisfaction (or waiver in writing by Seller) on or prior to the dates set forth below of all of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Stock Purchase Agreement (MNS Eagle Equity Group Iv Inc)
Conditions to the Obligations of Seller. The obligation of Seller to consummate the purchase and sale of the Company Shares and the other transactions contemplated by this Agreement is subject to the satisfaction satisfaction, or waiver by Seller, of each of the following conditions, any one additional conditions at or more of which may be waived in writing by Sellerprior to the Closing:
Appears in 1 contract
Conditions to the Obligations of Seller. The obligation obligations of Seller to consummate effect the transactions contemplated by this Agreement is shall be further subject to the satisfaction of the following additional conditions, any one or more of which may be waived in writing by the Seller:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Bostonfed Bancorp Inc)
Conditions to the Obligations of Seller. The obligation Unless waived in writing by ---------------------------------------- Seller, the obligations of Seller to consummate the transactions contemplated by this Agreement is are subject to the satisfaction at or prior to the Closing of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
Samples: Coastal Financial Corp /De
Conditions to the Obligations of Seller. The obligation of Seller to consummate the transactions contemplated by this Agreement Contemplated Transactions is subject to the satisfaction or waiver by Seller, in its sole discretion, at or prior to the Closing of each of the following conditions, any one or more of which may be waived in writing by Seller:
Appears in 1 contract
