Performance of Obligations of Parent and Sub. Each of Parent and Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, and the Company shall have received a certificate signed on behalf of Parent by the chief executive officer or the chief operating officer of Parent to such effect.
Appears in 2 contracts
Samples: Merger Agreement (Healthplan Services Corp), Agreement and Plan of Merger (Healthplan Services Corp)
Performance of Obligations of Parent and Sub. Each of Parent and Sub shall have performed in all material respects all of their respective obligations and covenants, taken as a whole, required to be performed by it such party under this Agreement at or prior to or as of the Effective TimeClosing Date, and the Company shall have received a certificate to such effect signed on behalf of Parent by the chief a senior executive officer or the chief operating officer of Parent to such effectParent.
Appears in 2 contracts
Samples: Merger Agreement (Usa Interactive), Merger Agreement (Collegiate Pacific Inc)
Performance of Obligations of Parent and Sub. Each of Parent and Sub shall have performed in all material respects all obligations required to be performed by it each of them under this Agreement at or prior to the Effective TimeClosing Date, and the Company shall have received a certificate signed on behalf of Parent and Sub by the chief executive officer or and the chief operating financial officer of Parent to such effect.
Appears in 1 contract
Samples: Merger Agreement (Ralston Purina Co)
Performance of Obligations of Parent and Sub. Each of Parent and Sub shall have performed in all material respects all obligations agreements and covenants required to be performed by it them under this Agreement at or prior to the Effective TimeClosing Date, and the Company shall have received a certificate signed on behalf of Parent by the chief executive officer or the chief operating an officer of Parent to such effecteffect on the Closing Date.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Onhealth Network Co)
Performance of Obligations of Parent and Sub. Each of Parent and Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time, and the Company shall have received a certificate signed on behalf of Parent by the chief executive officer or the chief operating financial officer of Parent to such effect.
Appears in 1 contract
Performance of Obligations of Parent and Sub. Each of Parent and Sub shall have each performed in all material respects all obligations required to be performed by it them; under this Agreement at or prior to the Effective TimeClosing Date, and the Company shall have received a certificate signed on behalf of Parent and Sub by the chief executive officer or the chief operating officer of Parent their respective Chief Executive Officers and Chief Financial Officers to such effect.
Appears in 1 contract
Samples: Restated Agreement and Plan of Merger (Saratoga Beverage Group Inc)
Performance of Obligations of Parent and Sub. Each of Parent and Sub shall have each performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Effective TimeClosing Date, and the Company shall have received a certificate signed on behalf of Parent and Sub by the chief executive officer or the chief operating an authorized officer of Parent each company to such effect.
Appears in 1 contract
Samples: Merger Agreement (Perficient Inc)
