Performance of Covenants. The Company shall have performed or complied with in all material respects all agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 63 contracts
Samples: Merger Agreement (Cara Therapeutics, Inc.), Merger Agreement (Kineta, Inc./De), Merger Agreement (TuHURA Biosciences, Inc./Nv)
Performance of Covenants. The All of the covenants and obligations that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed in all material respects.
Appears in 59 contracts
Samples: Merger Agreement (Sorrento Therapeutics, Inc.), Merger Agreement (Poseida Therapeutics, Inc.), Merger Agreement (Poseida Therapeutics, Inc.)
Performance of Covenants. The covenants and obligations in this Agreement that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed in all material respects.
Appears in 43 contracts
Samples: Merger Agreement (Momentive Global Inc.), Merger Agreement (Momentive Global Inc.), Merger Agreement (Aerojet Rocketdyne Holdings, Inc.)
Performance of Covenants. The All of the covenants and obligations in this Agreement that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed in all material respects.
Appears in 42 contracts
Samples: Merger Agreement (Twin Vee PowerCats, Co.), Agreement of Merger (Sun Pharmaceutical Industries LTD), Agreement of Merger (Taro Pharmaceutical Industries LTD)
Performance of Covenants. The Company shall have performed or complied with in all material respects all obligations, and complied in all material respects with the agreements and covenants covenants, required to be performed by or complied with by it under this Agreement at or prior to the Effective Timehereunder.
Appears in 36 contracts
Samples: Plan of Reorganization and Agreement of Securities Exchange (Madison Ventures Inc.), Merger Agreement (Sajan Inc), Agreement of Securities Exchange and Plan of Reorganization (INTERACTIVE MULTI MEDIA AUCTION Corp)
Performance of Covenants. The Company shall have performed or complied with in all material respects all obligations, and complied in all material respects with the agreements and covenants covenants, in this Agreement required to be performed by or complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 35 contracts
Samples: Arrangement Agreement and Plan of Merger (Yerbae Brands Corp.), Merger Agreement (Avalo Therapeutics, Inc.), Merger Agreement (IMAC Holdings, Inc.)
Performance of Covenants. The Each of the covenants and obligations in this Agreement that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed by the Company in all material respects.
Appears in 22 contracts
Samples: Merger Agreement (Yumanity Therapeutics, Inc.), Merger Agreement (Flexible Solutions International Inc), Merger Agreement (Restoration Robotics, Inc.)
Performance of Covenants. The Company shall will have performed or complied with in all material respects with all covenants and agreements and covenants required to be performed or complied with by it under this Agreement at on or prior to the Effective TimeClosing pursuant to this Agreement.
Appears in 14 contracts
Samples: Convertible Note and Warrant Purchase Agreement (Avax Technologies Inc), Securities Purchase Agreement (Encision Inc), Convertible Note and Warrant Purchase Agreement (Avax Technologies Inc)
Performance of Covenants. The Each of the covenants and obligations that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed in all material respects.
Appears in 13 contracts
Samples: Merger Agreement (Life360, Inc.), Share Purchase Agreement (Primerica, Inc.), Merger Agreement (Life360, Inc.)
Performance of Covenants. The covenants in this Agreement that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed in all material respects.
Appears in 13 contracts
Samples: Merger Agreement (Superior Drilling Products, Inc.), Merger Agreement (Drilling Tools International Corp), Merger Agreement (EchoStar CORP)
Performance of Covenants. The All of the covenants and obligations that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed in all respects.
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Photon Dynamics Inc), Merger Agreement (Patient Infosystems Inc), Merger Agreement (Electronics for Imaging Inc)
Performance of Covenants. The Each of the covenants or obligations in this Agreement that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed by the Company in all material respects.
Appears in 9 contracts
Samples: Merger Agreement (Servidyne, Inc.), Merger Agreement (Rae Systems Inc), Merger Agreement (Rae Systems Inc)
Performance of Covenants. The Company shall have performed or and complied with in all material respects all agreements with each and covenants every covenant, agreement and condition required by this Agreement to be performed or complied with by it under this Agreement at or prior to or as of the Effective TimeClosing.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Infrastructure Developments Corp.), Share Exchange Agreement (Infrastructure Developments Corp.), Stock Purchase Agreement (Solar Energy LTD)
Performance of Covenants. The Company Parties shall have performed or complied with performed, in all material respects respects, all obligations and complied with, in all material respects, their agreements and covenants required to be performed or complied with by it them under this Agreement at on or prior to the Merger Effective Time.
Appears in 7 contracts
Samples: Merger Agreement (Winston Hotels Inc), Merger Agreement (Inland American Real Estate Trust, Inc.), Merger Agreement (Inland American Real Estate Trust, Inc.)
Performance of Covenants. The Company shall have performed or complied with in all material respects all obligations, and complied in all material respects with the agreements and covenants covenants, in this Agreement required to be performed by or complied with by it under this Agreement at or prior to the Effective TimeClosing Date.
Appears in 7 contracts
Samples: Merger Agreement (High Tide Inc.), Merger Agreement (Icon PLC), Merger Agreement (Icon PLC)
Performance of Covenants. The Company and the Sellers shall have performed or complied with in all material respects all agreements obligations and agreements, and complied in all material respects with each of the covenants required and conditions, contained in this Agreement to be performed or complied with by it under this Agreement at or them prior to or at the Effective TimeClosing Date.
Appears in 6 contracts
Samples: Purchase Agreement (Aveon Group L.P.), Purchase Agreement (Aveon Group L.P.), Purchase Agreement (Aveon Group L.P.)
Performance of Covenants. The Company shall have performed or and complied with with, in all material respects respects, all agreements and of its covenants required to be performed or complied with by it under this Agreement hereunder at or prior before the Closing (to the Effective Timeextent that such covenants require performance by the Company at or before the Closing).
Appears in 6 contracts
Samples: Merger Agreement (Cyclo Therapeutics, Inc.), Merger Agreement (Cyclo Therapeutics, Inc.), Merger Agreement (Rafael Holdings, Inc.)
Performance of Covenants. The Company shall have performed or complied with in all material respects with all covenants and agreements and covenants required to be performed or complied with by it under this Agreement at on or prior to the Effective TimeClosing pursuant to this Agreement.
Appears in 5 contracts
Samples: Subscription Agreement (BioDrain Medical, Inc.), Subscription Agreement (BioDrain Medical, Inc.), Subscription Agreement (BioDrain Medical, Inc.)
Performance of Covenants. The Company shall have performed or and complied with in all material respects all agreements with each and covenants every covenant, agreement and condition required by this Agreement to be performed or complied with by it under this Agreement at or prior to or as of the Effective TimeClosing Date.
Appears in 5 contracts
Samples: Business Combination Agreement (High End Ventures, Inc.), Business Combination Agreement (High End Ventures, Inc.), Business Combination Agreement (High End Ventures, Inc.)
Performance of Covenants. The Company shall have performed or complied with in all material respects with all obligations, agreements and covenants required hereunder to be performed or complied with by it under this Agreement at the Company on or prior to before the Effective TimeClosing Date.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Breeden Douglas T), Stock Purchase Agreement (Concordia Financial Services Fund, L.P.), Stock Purchase Agreement (Harrington West Financial Group Inc/Ca)
Performance of Covenants. The Company shall have performed or complied with in all material respects all obligations and complied in all material respects with the agreements and covenants covenants, in this Agreement required to be performed by or complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 5 contracts
Samples: Merger Agreement (White River Energy Corp.), Merger Agreement (FaZe Holdings Inc.), Merger Agreement (GameSquare Holdings, Inc.)
Performance of Covenants. The Each of the covenants and obligations that the Company shall have performed or complied with in all material respects all agreements and covenants the Current Board are required to be performed perform or complied to comply with by it under pursuant to this Agreement at or prior to the Effective TimeClosing shall have been duly performed and complied with in all material respects.
Appears in 5 contracts
Samples: Board Change Agreement (Casey John P), Board Change Agreement (Incomnet Inc), Board Change Agreement (Sun River Mining Inc)
Performance of Covenants. The Company shall have performed or and complied with in all material respects all agreements with each and covenants every covenant, agreement and condition required by this Agreement to be performed or complied with by it under this Agreement at or prior to or on the Effective TimeClosing Date.
Appears in 4 contracts
Samples: Stock Exchange Agreement (Bullet Environmental Technologies Inc), Stock Exchange Agreement (Comcam International Inc), Stock Exchange Agreement (Jure Holdings Inc)
Performance of Covenants. The Each covenant or obligation that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed in all respects.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Medical Device Alliance Inc), Merger Agreement (Ipl Systems Inc), Agreement and Plan of Reorganization (Netgateway Inc)
Performance of Covenants. The Company shall have performed or complied with and performed in all material respects all agreements and covenants under this Agreement required to be performed or complied with or performed by it under this Agreement the Company at or prior to the Effective TimeClosing.
Appears in 4 contracts
Samples: Merger Agreement (Merit Medical Systems Inc), Merger Agreement (Quality Systems, Inc), Merger Agreement (Gilead Sciences Inc)
Performance of Covenants. The Company shall have performed or complied with and complied, in all material respects all agreements respects, with the covenants and covenants provisions of this Agreement required to be performed or complied with by it under this Agreement at or prior to between the Effective Timedate hereof and the Closing Date.
Appears in 4 contracts
Samples: Share Purchase Agreement (Magellan Health Services Inc), Securities Purchase Agreement (Kevco Inc), Securities Purchase Agreement (Kevco Partners Investment Trust)
Performance of Covenants. The Company shall have performed has fulfilled or complied with in all material respects all agreements and with each of the covenants required of the Company contained in this Agreement to be performed fulfilled or complied with by it under this Agreement at on or prior to the Effective Time.
Appears in 4 contracts
Samples: Arrangement Agreement (Owens Corning), Arrangement Agreement (Masonite International Corp), Arrangement Agreement (Mirati Therapeutics, Inc.)
Performance of Covenants. The Company shall have performed or complied with in all material respects all obligations, and complied in all material respects with the agreements and covenants covenants, required to be performed by or complied with by it under this Agreement at hereunder on or prior to the Effective Time.
Appears in 4 contracts
Samples: Merger Agreement (Swift Transportation Co Inc), Merger Agreement (Aramark Corp/De), Merger Agreement (Neubauer Joseph)
Performance of Covenants. The Company shall have performed or complied with in all material respects all agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the First Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (Aerovate Therapeutics, Inc.), Merger Agreement (ARCA Biopharma, Inc.), Merger Agreement (Pulmatrix, Inc.)
Performance of Covenants. The Each Company and each Seller shall have performed or and complied with in all material respects all agreements agreements, covenants and covenants obligations required by this Agreement to be performed or complied with by it under this Agreement at or such party prior to or at the Effective TimeClosing.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Hallmark Financial Services Inc), Purchase Agreement (Hallmark Financial Services Inc), Purchase Agreement (Hallmark Financial Services Inc)
Performance of Covenants. The Company shall have performed or and complied with in all material respects all agreements with each and covenants every covenant, agreement and condition required by this Agreement to be performed or complied with by it under this Agreement at or the Company prior to or on the Effective TimeClosing Date.
Appears in 3 contracts
Samples: Merger Agreement (Marquest Medical Products Inc), Merger Agreement (Vital Signs Inc), Merger Agreement (Scherer Healthcare Inc)
Performance of Covenants. The Company shall have performed or complied with in all material respects all agreements of the agreements, covenants and covenants conditions required by this Agreement to be performed or complied with by it under this Agreement at or prior to or at the Effective TimeClosing.
Appears in 3 contracts
Samples: Merger Agreement (Fortune Diversified Industries Inc), Merger Agreement (Fortune Diversified Industries Inc), Merger Agreement (Fortune Diversified Industries Inc)
Performance of Covenants. The Company shall have performed or complied with and performed in all material respects all covenants and agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective TimeCharter Closing.
Appears in 3 contracts
Samples: Merger Agreement (Brookfield Property Partners L.P.), Merger Agreement (Brookfield Asset Management Inc.), Merger Agreement (GGP Inc.)
Performance of Covenants. The Company shall have performed or complied with in all material respects with all covenants and agreements and covenants required to be performed or complied with by it under this Agreement at on or prior to the Effective TimeClosing pursuant to this Agreement, including, without limitation, the delivery of certificates evidencing the Common Stock issued to the Purchaser at the Closing.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Monster Arts Inc.), Stock Purchase Agreement (Monster Offers), Securities Purchase Agreement (United Fuel & Energy Corp)
Performance of Covenants. The Company shall have performed or complied with in all material respects with all agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 3 contracts
Samples: Merger Agreement (SciSparc Ltd.), Merger Agreement (Mer Telemanagement Solutions LTD), Merger Agreement (Anchiano Therapeutics Ltd.)
Performance of Covenants. The Company shall have performed or complied with in all material respects its obligations and complied in all material respects with the agreements and covenants required of the Company to be performed or complied with by it under this Agreement at or prior to the Effective Time.Agreement;
Appears in 3 contracts
Samples: Stock Purchase Agreement (Statia Terminals Group Nv), Stock Purchase Agreement (Kaneb Pipe Line Operating Partnership Lp), Stock Purchase Agreement (Kaneb Services LLC)
Performance of Covenants. The Company shall have performed or ------------------------ and complied with in all material respects all with the covenants and agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement at or hereunder prior to or on the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Merger Agreement (Samans Robert A), Merger Agreement (Carcioppolo Sabastian A)
Performance of Covenants. The Company shall have performed or complied with in all material respects all obligations and agreements and complied in all material respects with all covenants required to be performed or complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Merger Agreement (Wireless Cable & Communications Inc), Merger Agreement (Transworld Telecommunications Inc)
Performance of Covenants. The Company shall have performed or complied with in all material respects all of the covenants and agreements and covenants of the Company contained in this Agreement that the Company is required to be performed perform on or complied with by it under this Agreement at or prior to before the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Subscription Agreement (Biohaven Pharmaceutical Holding Co Ltd.), Subscription Agreement (Biohaven Pharmaceutical Holding Co Ltd.)
Performance of Covenants. The Company shall have performed or complied with and performed in all material respects all covenants and agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective TimeExchange Closing.
Appears in 2 contracts
Samples: Merger Agreement (Rouse Properties, Inc.), Merger Agreement (Brookfield Asset Management Inc.)
Performance of Covenants. The Company shall have performed or and ------------------------ complied with in all material respects with all agreements covenants, agreements, terms and covenants conditions and executed all documents required by this Agreement to be performed performed, complied with, or complied with executed by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Noble Onie Inc), Securities Purchase Agreement (Noble Onie Inc)
Performance of Covenants. The Company shall have performed or complied with in all material respects all obligations, and complied in all material respects with the agreements and covenants covenants, in this Agreement and each of the Ancillary Documents required to be performed by or complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Merger Agreement (Panbela Therapeutics, Inc.), Merger Agreement (Panbela Therapeutics, Inc.)
Performance of Covenants. The Company shall have performed or complied with in all material respects all agreements of the covenants and covenants obligations required to be performed or complied with by it under this Agreement at or any Ancillary Agreement prior to or at the Effective TimeClosing.
Appears in 2 contracts
Samples: Merger Agreement (Sorrento Therapeutics, Inc.), Merger Agreement (Sorrento Therapeutics, Inc.)
Performance of Covenants. The covenants or agreements that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed in all material respects.
Appears in 2 contracts
Samples: Merger Agreement (Intel Corp), Merger Agreement (Altera Corp)
Performance of Covenants. The Company shall have duly performed or and complied with in all material respects with all agreements agreements, covenants and covenants conditions required by this Agreement and each of the Ancillary Documents to be performed or complied with by it under this Agreement at or prior to or on the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (INVO Bioscience, Inc.), Merger Agreement (INVO Bioscience, Inc.)
Performance of Covenants. The Company shall will have performed fulfilled or complied with in all material respects all agreements and with each of the covenants required of the Company contained in this Agreement to be performed fulfilled or complied with by it under this Agreement at on or prior to the Effective Time.
Appears in 2 contracts
Samples: Arrangement Agreement (Lantronix Inc), Arrangement Agreement (Motorola Solutions, Inc.)
Performance of Covenants. The Company shall have performed or complied with in all material respects performed all agreements obligations and complied with all covenants required by this Agreement to be performed or complied with by it under this Agreement at or prior to the Effective Time, including delivery of all of the documents set forth in sub-paragraph (b) of this Section 7.3.
Appears in 2 contracts
Samples: Merger Agreement (Shamir Optica Holdings A.C.S. Ltd.), Merger Agreement (Essilor International /Fi)
Performance of Covenants. The Company shall will have performed or complied with in all material respects all covenants and agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective TimeClosing pursuant to this Agreement.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Tenfold Corp /Ut), Securities Purchase Agreement (Tenfold Corp /Ut)
Performance of Covenants. The Company shall have performed or complied with in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement the Company at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Merger Agreement (Rf Micro Devices Inc), Merger Agreement (Sirenza Microdevices Inc)
Performance of Covenants. The All of the covenants and obligations that the Company is required to perform or comply with under this Agreement on or before the Closing Date shall have been duly performed or and complied with in all material respects all agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective Timerespects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Creek Road Miners, Inc.), Merger Agreement (Creek Road Miners, Inc.)
Performance of Covenants. The Company shall have performed or and complied with in all material respects all agreements and covenants in this Agreement required to be performed by or complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Merger Agreement (SPAR Group, Inc.), Merger Agreement (SPAR Group, Inc.)
Performance of Covenants. The Each and all of the covenants and agreements of Company to be performed or complied with prior to or on the Closing Date shall have been performed or complied with in all material respects all agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective TimeCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Omeros Corp), Merger Agreement (NightHawk Radiology Holdings Inc)
Performance of Covenants. The Company shall will have performed or complied with in all material respects all covenants and agreements and covenants required to be performed or complied with by it under this Agreement at on or prior to the Effective TimeClosing pursuant to this Agreement.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Tenfold Corp /Ut), Securities Purchase Agreement (Vcampus Corp)
Performance of Covenants. The Company Companies shall have performed or and complied with in all material respects all agreements each and covenants every covenant, agreement and condition required by this Agreement to be performed or complied with by it under this Agreement at or them prior to or on the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Merger Agreement (Chanticleer Holdings, Inc.), Merger Agreement (Chanticleer Holdings, Inc.)
Performance of Covenants. The Company and Subsidiary shall have performed or and complied with in all material respects all agreements each and covenants every covenant, agreement and condition required by this Agreement to be performed or complied with by it under this Agreement at or them prior to or on the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Merger Agreement (Must Haves, Inc.), Merger Agreement (Pharmacity Corp)
Performance of Covenants. The Company shall have performed or ------------------------ complied with in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement at or prior to or on the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Merger Agreement (Applied Digital Solutions Inc), Merger Agreement (Applied Digital Solutions Inc)
Performance of Covenants. The Company shall will have performed or complied with in all material respects with all covenants, agreements and covenants obligations required by this Agreement to be performed or complied with by it under this Agreement at the Company on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Arrangement Agreement (Tilray, Inc.), Arrangement Agreement (Compass Group Diversified Holdings LLC)
Performance of Covenants. The Company shall have performed or and complied with in all material respects with all of its covenants and agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Merger Agreement (SPX Technologies, Inc.), Merger Agreement (DST Systems Inc)
Performance of Covenants. The Company shall have performed has fulfilled or complied with in all material respects all agreements and with each of the covenants required of the Company contained in this Agreement to be performed fulfilled or complied with by it under this Agreement at on or prior to the Effective Time.
Appears in 2 contracts
Samples: Arrangement Agreement (Bridgeway National Corp.), Arrangement Agreement
Performance of Covenants. The Company shall have performed or complied with in all material respects all obligations, and complied in all material respects with the agreements and covenants required covenants, required, under this Agreement, to be performed or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 2 contracts
Samples: Merger Agreement (Castle Brands Inc), Agreement and Plan of Merger (Kindred Healthcare, Inc)
Performance of Covenants. The Company shall have performed or complied with in all material respects performed all agreements obligations and complied with all covenants required by this Agreement to be performed or complied with by it under this Agreement at or prior to the Effective Time.;
Appears in 2 contracts
Samples: Merger Agreement (FGX International Holdings LTD), Merger Agreement (Essilor International /Fi)
Performance of Covenants. The Company shall have performed or complied with in all material respects with all agreements obligations, conditions and covenants required to be performed or and complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Practice Works Inc), Stock Purchase Agreement (Practice Works Inc)
Performance of Covenants. The (a) Each of the covenants and obligations in this Agreement and the Tolling Agreements that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed by the Company in all material respects.
(b) Each of the respective covenants and obligations in the Other Agreements that any Specified Individual is required to comply with or to perform at or prior to the Closing shall have been complied with and performed by such Specified Individual in all material respects.
Appears in 2 contracts
Samples: Merger Agreement (Nassda Corp), Merger Agreement (Synopsys Inc)
Performance of Covenants. The Company shall have performed fulfilled or complied with in all material respects all agreements and with the covenants required of the Company contained in this Agreement to be performed fulfilled or complied with by it under this Agreement at on or prior to the Effective Time.
Appears in 2 contracts
Samples: Arrangement Agreement (Unitedhealth Group Inc), Arrangement Agreement (Catamaran Corp)
Performance of Covenants. The Company shall have performed or complied with (i) in all material respects all obligations, and complied in all material respects with the agreements and covenants covenants, required to be performed by or complied with by it under this Agreement at hereunder on or prior to the Effective TimeTime and (ii) in all respects the obligations set forth in Section 2.5(i)(ii).
Appears in 2 contracts
Samples: Merger Agreement (Bandag Inc), Merger Agreement (Bandag Inc)
Performance of Covenants. The Each covenant or obligation that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeTime shall have been complied with and performed in all material respects.
Appears in 2 contracts
Samples: Merger Agreement (Mellanox Technologies, Ltd.), Merger Agreement (Ezchip Semiconductor LTD)
Performance of Covenants. The Company shall have performed or and complied with in all material respects all with the obligations, covenants and agreements and covenants required to be performed or complied with by it under this the Agreement at or prior to the Effective Time.;
Appears in 2 contracts
Samples: Merger Agreement, Merger Agreement (Zoom Video Communications, Inc.)
Performance of Covenants. The Company shall have performed or and complied with in all material respects all with the covenants and agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement at or prior to or on the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Metastorm Inc), Merger Agreement (Metastorm Inc)
Performance of Covenants. The All of the covenants and obligations that the Company shall is required to perform or comply with under this Agreement on or before the Closing Date must have been duly performed or and complied with in all material respects (with materiality being measured individually and on an aggregate basis with respect to all agreements breaches of covenants and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective Timeobligations).
Appears in 2 contracts
Samples: Merger Agreement (Pericom Semiconductor Corp), Merger Agreement (Adaptec Inc)
Performance of Covenants. The Company shall have performed or and complied with in all material respects with all agreements agreements, covenants and covenants conditions required to be performed or and complied with by it under this Agreement at on or prior to before the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Stand by Purchase Agreement (Biotime Inc), Stand by Purchase Agreement (Biotime Inc)
Performance of Covenants. The covenants and obligations in this Agreement that the Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement perform at or prior to the Effective TimeClosing Date shall have been complied with or performed in all material respects.
Appears in 2 contracts
Samples: Merger Agreement (Select Energy Services, Inc.), Agreement and Plan of Merger (Seventy Seven Energy Inc.)
Performance of Covenants. The Company shall will have performed or and complied with in all material respects with all agreements and covenants in this Agreement required to be performed or and complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Merger Agreement (Vepf Vii SPV I, L.P.), Merger Agreement (KnowBe4, Inc.)
Performance of Covenants. The Company shall have performed or complied with in all material respects performed and complied with all agreements of its covenants, agreements, and covenants required other obligations pursuant to the Agreement to be performed or complied with by it under this Agreement at on or prior to the Effective TimeOffer Closing.
Appears in 2 contracts
Samples: Merger Agreement (Pfsweb Inc), Merger Agreement (Iec Electronics Corp)
Performance of Covenants. The Company shall have performed or complied with in all material respects all obligations, and complied in all material respects with the agreements and covenants covenants, in this Agreement required to be performed by or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 2 contracts
Samples: Merger Agreement (Ormat Technologies, Inc.), Merger Agreement (Us Geothermal Inc)
Performance of Covenants. The Company shall have performed or performed, satisfied, and complied with all covenants, agreements, and conditions required by this Agreement in all material respects all agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective Timerespects.
Appears in 1 contract
Samples: Securities Purchase Agreement (China Pharma Holdings, Inc.)
Performance of Covenants. The Company shall have performed or complied with in all material respects all agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective Time. The Company shall have duly filed the amendments to its certificate of incorporation described in Section 5.2(a) with the Secretary of State of the State of Delaware.
Appears in 1 contract
Performance of Covenants. The Company shall have performed or complied with in all material respects with all agreements of the covenants and covenants required obligations to be performed or complied with by it under the terms of this Agreement at on or prior to the Effective TimeClosing.
Appears in 1 contract
Performance of Covenants. The Company shall have performed or and complied with with, in all material respects respects, all covenants and agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement at on or prior to the Effective TimeClosing (other than Section 6.8 (FIRPTA Certificate), Section 6.11 (Hedging Agreements) and Section 6.15 (Title to Company Intellectual Property)).
Appears in 1 contract
Performance of Covenants. The Company shall have performed or and complied with in all material respects all agreements each and covenants every covenant, agreement and condition required by this Agreement to be performed or complied with by it under this Agreement at or prior to or on the Effective TimeClosing Date.
Appears in 1 contract
Performance of Covenants. The Company shall have performed or and complied with with, in all material respects all respects, the agreements and covenants in this Agreement required to be performed by or complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Merger Agreement (SharpSpring, Inc.)
Performance of Covenants. The Stockholders and the Company shall have performed or and complied with in all material respects all covenants and agreements and covenants contained herein required to be performed or complied with by it under this Agreement them at or prior to before the Effective Time.
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Performance of Covenants. The Company shall have performed or complied with in all material respects all agreements agreements, obligations and covenants required to be performed or complied with by it under this Agreement at or prior to the First Effective Time.
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Performance of Covenants. The Company shall have performed or and complied with in all material respects all agreements with each and covenants every covenant, agreement and condition required by this Agreement to be performed or complied with by it under this Agreement at or prior to or as of the Effective TimeClosing.
Appears in 1 contract
Samples: Share Exchange Agreement (Infrastructure Developments Corp.)
Performance of Covenants. The Company shall have performed or and complied with in all material respects all agreements with the covenants and covenants provisions of this Agreement required to be performed or complied with by it under this Agreement at or prior to between the Effective Timedate hereof and the Closing.
Appears in 1 contract
Samples: Merger Agreement (Edgar Online Inc)
Performance of Covenants. The Each of the covenants and obligations in this Agreement that Company shall have performed or complied with in all material respects all agreements and covenants is required to be performed comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing shall have been complied with and performed by Company in all material respects.
Appears in 1 contract
Samples: Share Exchange Agreement (Farm Lands of Africa, Inc.)
Performance of Covenants. The Company shall have performed or and complied with in all material respects all with the covenants and agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective TimeAgreement.
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Performance of Covenants. The Company shall have performed or complied with in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement at on or prior to the Effective Time, and at the Closing Acquirer shall have received a certificate to such effect executed by the Company’s Chief Executive Officer.
Appears in 1 contract
Samples: Merger Agreement (Harte Hanks Inc)
Performance of Covenants. The Company shall have performed or complied with in all material respects any obligation and complied in all agreements and covenants required material respects with any agreement or covenant of the Company to be performed or complied with by it the Company under this Agreement at or prior to the Effective TimeAgreement.
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Performance of Covenants. The Company shall will have performed or complied with in all material respects all covenants and agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Effective TimeClosing pursuant to this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Trinity Place Holdings Inc.)
Performance of Covenants. The Company shall have performed or complied with with, in all material respects respects, all obligations, agreements and covenants required hereunder to be performed or complied with by it under this Agreement at the Company on or prior to before the Effective TimeClosing Date.
Appears in 1 contract
Samples: Stock Purchase Agreement (Peoples Banctrust Co Inc)
Performance of Covenants. The Company and its Subsidiaries shall have performed or and complied with in all material respects all agreements each and covenants every covenant, agreement and condition required by this Agreement to be performed or complied with by it under this Agreement at or them prior to or on the Effective TimeClosing Date.
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Performance of Covenants. The Company shall will have performed or complied with and performed in all material respects all agreements and covenants under this Agreement required to be performed or complied with or performed by it under this Agreement the Company at or prior to the Effective TimeClosing.
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Performance of Covenants. The Members and the Company shall have performed or complied with and complied, in all material respects all agreements respects, with each and covenants every covenant, agreement and condition required by this Agreement and by the Related Agreements to which they are a party to be performed or complied with by it under this Agreement at or them prior to or on the Effective TimeClosing Date.
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Performance of Covenants. The Company shall have performed or complied with in all material respects with all covenants, agreements and covenants obligations required by this Agreement to be performed or complied with by it under this Agreement at the Company on or prior to the Effective TimeClosing Date.
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Performance of Covenants. The Company shall have performed or performed, in all material respects, all obligations, and complied with in all material respects all with the agreements and covenants covenants, in this Agreement required to be performed by or complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Merger Agreement (Realnetworks Inc)
Performance of Covenants. The Company and the Company Owners shall have performed or complied with in all material respects all obligations, and complied in all material respects with the agreements and covenants covenants, in this Agreement required to be performed by or complied with by it under this Agreement or them at or prior to the Effective TimeClosing Date.
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Performance of Covenants. The Company shall have performed or complied with in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement at or prior to or on the Effective TimeClosing Date.
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Performance of Covenants. The Company shall have performed or complied with in all material respects all agreements and covenants obligations required to be performed or complied with by it under this Agreement at or prior to the Effective Time.
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Performance of Covenants. The Company Corporation shall have performed fulfilled or complied with in all material respects all agreements and with each of the covenants required of the Corporation contained in this Agreement to be performed fulfilled or complied with by it under this Agreement at on or prior to the Effective Time.
Appears in 1 contract
Samples: Arrangement Agreement (Fusion Pharmaceuticals Inc.)
Performance of Covenants. The Company shall have performed or complied with in all material respects all agreements of the covenants and covenants obligations required to be performed or complied with by it under this Agreement at or prior to or at the Effective TimeClosing.
Appears in 1 contract
