Common use of Fulfillment of Conditions Clause in Contracts

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser is hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 10 contracts

Samples: Asset Purchase Agreement (Nevada Gold & Casinos Inc), Asset Purchase Agreement (Lime Energy Co.), Asset Purchase Agreement (Nevada Gold & Casinos Inc)

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Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement document and other papers that Purchaser is hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller Sellers contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 3 contracts

Samples: Purchase Agreement (Viewpoint Corp), Purchase Agreement (Viewpoint Corp), Purchase Agreement (Viewpoint Corp)

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser is hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller Sellers contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Viewpoint Corp), Stock Purchase Agreement (Primark Corp)

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser is hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (MFC Development Corp)

Fulfillment of Conditions. Purchaser will (a) execute and deliver at the Closing each Operative Agreement certificate, document and instrument that Purchaser is hereby required to execute respectively, and deliver as a condition to the Closing, will and (b) promptly and affirmatively take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith (i) to satisfy each other condition to the obligations of Seller the Shareholders contained in this Agreement and will not take or fail (ii) to take any action that could reasonably be expected to result consummate all of the transactions contemplated in the nonfulfillment of any such conditionthis Agreement.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Automotive Finance Corp), Stock Purchase Agreement (Automotive Finance Corp)

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser it is required hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller the Shareholders contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Graham Field Health Products Inc)

Fulfillment of Conditions. Purchaser will execute and deliver at ------------------------- the Closing each Operative Agreement that Purchaser is hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller Sellers contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 1 contract

Samples: Share Purchase Agreement (Asiainfo Holdings Inc)

Fulfillment of Conditions. Purchaser Purchasers will execute and deliver at the Closing each Operative Agreement that Purchaser is Purchasers are hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller Sellers contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 1 contract

Samples: Purchase Agreement (Pioneer Standard Electronics Inc)

Fulfillment of Conditions. Purchaser will execute and ------------------------- deliver prior to or at the Closing each Operative Agreement contract that the Purchaser is required hereby required to execute and deliver as a condition prior to or at the Closing, will and Purchaser shall take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller the parties contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment extent the satisfaction of any such conditioncondition is under the control of Purchaser.

Appears in 1 contract

Samples: Merger Agreement (Community Psychiatric Centers /Nv/)

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser is hereby required to execute and deliver as a condition to the Closing, . Purchaser will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment non-fulfillment of any such condition.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Bh Re LLC)

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser it is required hereby required to execute and deliver as a condition to the ClosingClosing (including without limitation the agreements referred to in Section 1.04(b)), will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller Sellers contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 1 contract

Samples: Asset Purchase Agreement (Graham Field Health Products Inc)

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser is hereby required to execute and deliver as a condition to the Closing, and will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such conditionAgreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Accrue Software Inc)

Fulfillment of Conditions. Purchaser Purchasers will execute and deliver at the Closing each Operative Agreement that Purchaser is Purchasers are hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller Sellers contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.. back to top

Appears in 1 contract

Samples: Purchase Agreement (Arrow Electronics Inc)

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser is hereby required to execute and deliver as a condition to the Closing, and will take all otherwise use its commercially reasonable steps necessary or desirable and proceed diligently and in good faith efforts to satisfy each other condition achieve satisfaction of the conditions to the obligations of Seller contained Closing set forth in this Agreement and will not take or fail to take any action that could reasonably be expected to result consummate the Closing on the terms set forth in the nonfulfillment of any such conditionthis Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Family Christian Stores Inc)

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Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser is hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller Sellers contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition. As of the date hereof, Purchaser has no reason to believe that the condition set forth in Section 6.06 will not be timely satisfied.

Appears in 1 contract

Samples: Stock Purchase Agreement (Key Components Finance Corp)

Fulfillment of Conditions. The Purchaser will execute and deliver at the Closing each Operative Agreement Maihesi Contract that the Purchaser is hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller the Sellers contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment non-fulfillment of any such condition.

Appears in 1 contract

Samples: Share Purchase Agreement (Legend Media, Inc.)

Fulfillment of Conditions. Upon the terms and subject to the conditions set forth in this Agreement, Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser is hereby required to execute and deliver as a condition to the ClosingEscrow Agreement, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 1 contract

Samples: Stock Purchase Agreement (Danka Business Systems PLC)

Fulfillment of Conditions. (a) Purchaser will shall execute and deliver at the Closing each Operative Agreement document that Purchaser it is hereby required to execute and deliver as a condition to the Closing, will Closing under this Agreement. (b) Purchaser shall take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller Purchaser contained in this Agreement and will shall not, and shall not permit any of its Affiliates to, take or fail to take any action that could would reasonably be expected to result in the nonfulfillment non fulfillment of any such condition.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Pseg Energy Holdings LLC)

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement Transaction Document that Purchaser is hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 1 contract

Samples: Stock Purchase Agreement (Wellpoint Health Networks Inc /De/)

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser is hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller Sellers contained in this Agreement (including without limitation, the conditions set forth in Section 6.05 and 6.08) and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 1 contract

Samples: Stock Purchase Agreement (AerCap Holdings N.V.)

Fulfillment of Conditions. The Purchaser will execute and deliver at the Closing each Operative Ancillary Agreement that the Purchaser is hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of the Seller contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment non-fulfillment of any such condition.

Appears in 1 contract

Samples: Share Purchase Agreement (Legend Media, Inc.)

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser is required hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller contained Sellers and Willxxx Xxx Xxxxxx xxxtained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such condition.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pam Transportation Services Inc)

Fulfillment of Conditions. Purchaser will execute and deliver at the Closing each Operative Agreement that Purchaser is hereby required to execute and deliver as a condition to the Closing, will take all commercially reasonable steps necessary or desirable and proceed diligently and in good faith to satisfy each other condition to the obligations of Seller contained in this Agreement and will not take or fail to take any action that could reasonably be expected to result in the nonfulfillment of any such conditionAgreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (U S Wireless Data Inc)

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