Performance of Covenants. All of the covenants and obligations that Parent and Merger Sub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 135 contracts
Samples: Merger Agreement (Sorrento Therapeutics, Inc.), Merger Agreement (Alphatec Holdings, Inc.), Merger Agreement (Veracyte, Inc.)
Performance of Covenants. All of the covenants and obligations in this Agreement that Parent and Merger Sub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 45 contracts
Samples: Merger Agreement, Agreement and Plan of Merger (Fortress Investment Group LLC), Merger Agreement (XOOM Corp)
Performance of Covenants. All of the covenants and obligations that Parent and Merger Sub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 30 contracts
Samples: Merger Agreement (Inhale Therapeutic Systems Inc), Agreement and Plan of Merger (Photon Dynamics Inc), Merger Agreement (Patient Infosystems Inc)
Performance of Covenants. All Each of the covenants and obligations that Parent and or Merger Sub are is required to comply with or to perform at or prior to the Closing shall have been complied with and or performed in all material respects.
Appears in 4 contracts
Samples: Merger Agreement (Manufacturers Services LTD), Merger Agreement (Manufacturers Services LTD), Merger Agreement (Vertex Pharmaceuticals Inc / Ma)
Performance of Covenants. All of the covenants and obligations that Parent and Merger Sub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respectsperformed, except where the failure to perform such covenants or obligations would not have a Material Adverse Effect on the Company or Parent.
Appears in 4 contracts
Samples: Merger Agreement (Ribogene Inc / Ca/), Merger Agreement (Cypros Pharmaceutical Corp), Merger Agreement (Cypros Pharmaceutical Corp)
Performance of Covenants. All of the covenants and obligations Each covenant or obligation that Parent and and/or Merger Sub are is required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 3 contracts
Samples: Merger Agreement (Andataco), Agreement and Plan of Merger (Medical Device Alliance Inc), Merger Agreement (Ipl Systems Inc)
Performance of Covenants. All of the covenants Each covenant and obligations obligation that Parent and Merger Sub are is required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 3 contracts
Samples: Merger Agreement (Hoshizaki America, Inc.), Merger Agreement (Lancer Corp /Tx/), Merger Agreement (Lancer Corp /Tx/)
Performance of Covenants. All of the covenants and obligations that Parent and Parent, Merger Sub and LLC are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 3 contracts
Samples: Merger Agreement (St. Bernard Software, Inc.), Merger Agreement (Specialized Health Products International Inc), Merger Agreement (Med-Design Corp)
Performance of Covenants. All Each of the covenants and obligations in this Agreement that Parent and or Merger Sub are Sub, as applicable, is required to comply with or to perform at or prior to the Closing Date shall have been complied with and or performed in all material respects.
Appears in 3 contracts
Samples: Merger Agreement (Rivulet Media, Inc.), Merger Agreement (Bio-Matrix Scientific Group, Inc.), Merger Agreement (Tii Network Technologies, Inc.)
Performance of Covenants. All of the covenants and obligations that Parent and Merger Sub MergerSub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 2 contracts
Samples: Merger Agreement (Pixelworks Inc), Merger Agreement (Invitrogen Corp)
Performance of Covenants. All of the covenants and obligations that the Parent and the Merger Sub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 2 contracts
Samples: Merger Agreement (Empire Global Corp.), Merger Agreement (Empire Global Corp.)
Performance of Covenants. All of the covenants and obligations in this Agreement that Parent and Merger Sub Subs are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 2 contracts
Samples: Merger Agreement (Mikohn Gaming Corp), Merger Agreement (Virtgame Com Corp)
Performance of Covenants. All of the covenants and obligations that Parent and Merger Sub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respectsrespects and the Company shall have received a certificate to such effect signed on behalf of Parent by the Chief Executive Officer and the Chief Financial Officer of Parent.
Appears in 2 contracts
Samples: Merger Agreement (Puma Technology Inc), Merger Agreement (Packeteer Inc)
Performance of Covenants. All of the covenants and obligations that Parent and Merger Sub are required to comply with or to perform at or prior to the Closing Date shall have been complied with and performed in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Accrue Software Inc), Agreement and Plan of Merger and Reorganization (Accrue Software Inc)
Performance of Covenants. All of the covenants and obligations that Parent and the Merger Sub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respectsrespects and Parent shall have provided evidence, reasonably satisfactory to Target, of such compliance or performance following any request for such evidence by Target.
Appears in 1 contract
Performance of Covenants. All of the covenants Each and obligations every covenant or obligation that Parent and and/or Merger Sub are is required to comply with or to perform at or prior to the Closing Closing, considered individually and collectively, shall have been complied with and performed in all material respectsrespects on or prior to the Closing Date.
Appears in 1 contract
Samples: Merger Agreement (Titan Corp)
Performance of Covenants. All Parent and Merger Sub shall have performed and complied in all material respects on or before the Closing with all of the covenants and obligations that Parent and Merger Sub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed without taking into account any specific materiality or similar qualifications set forth in all material respectssuch covenants (except for any failures to perform or comply that do not, singly or in the aggregate, cause a Material Adverse Effect).
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Caere Corp)
Performance of Covenants. All of Each covenant and obligation that the covenants and obligations that Parent and Merger Sub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 1 contract
Samples: Merger Agreement (Megabios Corp)
Performance of Covenants. All of the covenants and obligations that Parent and Merger Sub are required to comply with or to perform at or prior to the Closing shall will have been complied with and performed in all material respects.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Quokka Sports Inc)
Performance of Covenants. All of the covenants Each covenant and obligations obligation that Parent and Merger Sub are is required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 1 contract
Performance of Covenants. All of the covenants and obligations that the Parent and Merger Sub are is required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Empire Global Corp.)
Performance of Covenants. All of the covenants and obligations that Parent and each Merger Sub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 1 contract
Samples: Merger Agreement (Ebay Inc)
Performance of Covenants. All of the covenants and obligations that Parent and or each Merger Sub are is required to comply with or to perform under this Agreement at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 1 contract
Performance of Covenants. All of the material covenants and obligations that Parent and Merger Sub are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 1 contract
Performance of Covenants. All of the covenants and obligations that Parent and Merger Sub Subs are required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 1 contract
Performance of Covenants. All of the covenants and obligations Each material covenant or obligation contained in this Agreement that Parent and and/or Merger Sub are is required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.
Appears in 1 contract
Samples: Merger Agreement (Artecon Inc)