Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing.
Appears in 14 contracts
Samples: Equity Purchase Agreement (ZimVie Inc.), Equity and Asset Purchase Agreement (Martin Marietta Materials Inc), Equity Purchase Agreement (Valvoline Inc)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing, and Purchaser shall have received a certificate signed by an authorized officer of Seller to such effect.
Appears in 9 contracts
Samples: Membership Interest Purchase Agreement (Comstock Inc.), Membership Interest Purchase Agreement (AMERICAN BATTERY TECHNOLOGY Co), Membership Interest Purchase Agreement (AMERICAN BATTERY TECHNOLOGY Co)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by prior to the time of the ClosingClosing Date.
Appears in 9 contracts
Samples: Stock Purchase Agreement (Tronox LTD), Asset Purchase Agreement (Alliqua BioMedical, Inc.), Purchase Agreement (TerraForm Power, Inc.)
Performance of Obligations of Seller. Seller shall will have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by the time of prior to the Closing.
Appears in 7 contracts
Samples: Asset Purchase Agreement (Elite Pharmaceuticals Inc /Nv/), Asset Purchase Agreement (Elite Pharmaceuticals Inc /Nv/), Asset Purchase Agreement (Elite Pharmaceuticals Inc /Nv/)
Performance of Obligations of Seller. The Seller shall have performed or complied in all material respects with all obligations agreements and covenants required by this Agreement to be performed by it under this Agreement on or complied with by Seller by prior to the time of the ClosingClosing Date.
Appears in 7 contracts
Samples: Convertible Note and Warrant Purchase Agreement (LOCAL Corp), Convertible Note and Warrant Purchase Agreement (Netsol Technologies Inc), Convertible Note Purchase Agreement (Netsol Technologies Inc)
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all agreements, obligations and covenants required by this Agreement to be performed or complied with by Seller by it under this Agreement on or prior to the time of the ClosingClosing Date.
Appears in 7 contracts
Samples: Master Transaction Agreement (Voya Financial, Inc.), Stock Purchase Agreement (National Western Life Group, Inc.), Master Transaction Agreement (Voya Financial, Inc.)
Performance of Obligations of Seller. Seller (i) shall have performed or complied with all agreements and covenants required to be performed by it under this Agreement at or prior to the Closing Date that are qualified as to materiality or Material Adverse Effect and (ii) shall have performed or complied in all material respects with all obligations other agreements and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by prior to the time of the ClosingClosing Date that are not so qualified.
Appears in 6 contracts
Samples: Mexican Stock Purchase Agreement (Skyworks Solutions Inc), Mexican Stock Purchase Agreement (Conexant Systems Inc), Mexican Asset Purchase Agreement (Skyworks Solutions Inc)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations obligations, conditions, covenants and covenants agreements required by this Agreement to be performed by it under this Agreement at or complied with by Seller by the time of prior to the Closing.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Insys Therapeutics, Inc.), Asset Purchase Agreement (Insys Therapeutics, Inc.), Asset Purchase Agreement (Insys Therapeutics, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed by it under this Agreement at or complied with by before the Effective Time; and Buyer shall have received a certificate signed on behalf of Seller by the time President and Chief Executive Officer of the ClosingSeller to such effect.
Appears in 5 contracts
Samples: Merger Agreement (Newbridge Bancorp), Merger Agreement (BNC Bancorp), Merger Agreement (BNC Bancorp)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed by it under this Agreement prior to or complied with by Seller by the time as of the ClosingClosing Date.
Appears in 5 contracts
Samples: Asset Purchase Agreement (Tisi Christopher), Asset Purchase Agreement (Health & Nutrition Systems International Inc), Asset Purchase Agreement (Tisi Christopher)
Performance of Obligations of Seller. Seller shall will have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by prior to the time of the ClosingClosing Date.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Yappn Corp.), Asset Purchase Agreement (Sagebrush Gold Ltd.), Asset Purchase Agreement (American Energy Fields, Inc.)
Performance of Obligations of Seller. Seller shall will have performed or complied in all material respects with all obligations the obligations, conditions and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by the time of prior to the Closing.
Appears in 4 contracts
Samples: Asset Purchase Agreement (DR Reddys Laboratories LTD), Asset Purchase Agreement (DR Reddys Laboratories LTD), Asset Purchase Agreement (Impax Laboratories Inc)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed by it under this Agreement at or complied with by prior to the Effective Time, and Purchaser shall have received a certificate, dated the Effective Date, signed on behalf of Seller by the time Chief Executive Officer and the Chief Financial Officer of the ClosingSeller to such effect.
Appears in 4 contracts
Samples: Merger Agreement (S&t Bancorp Inc), Merger Agreement (S&t Bancorp Inc), Merger Agreement (S&t Bancorp Inc)
Performance of Obligations of Seller. Seller shall have performed and complied with the covenants required to be performed by it under this Agreement on or complied prior to the Closing Date in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closingrespects.
Appears in 3 contracts
Samples: Share and Asset Purchase Agreement (Goodyear Tire & Rubber Co /Oh/), Asset Purchase Agreement (Science Applications International Corp), Asset Purchase Agreement (Unisys Corp)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by the time of prior to the Closing, and Purchaser shall have received a certificate of Seller to such effect.
Appears in 3 contracts
Samples: Asset Purchase Agreement (NHP Retirement Housing Partners I LTD Partnership), Asset Purchase Agreement (Capital Senior Living Corp), Asset Purchase Agreement (Capital Senior Living Corp)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all its covenants and obligations and covenants required by under this Agreement required to be performed by it at or complied with by Seller by the time of prior to the Closing.
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Nexstar Media Group, Inc.), Asset Purchase Agreement (E.W. SCRIPPS Co)
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all the obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of it under this Agreement on or prior to the Closing.
Appears in 3 contracts
Samples: Stock Purchase Agreement (SAFG Retirement Services, Inc.), Stock Purchase Agreement (SAFG Retirement Services, Inc.), Stock Purchase Agreement (American International Group, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by the time of prior to the Closing.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Retrophin, Inc.), Asset Purchase Agreement (Retrophin, Inc.), Asset Purchase Agreement (Retrophin, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all covenants, agreements and obligations and covenants required by this Agreement to be performed by it under this Agreement at or complied with by prior to the Closing. Buyer shall have received a certificate signed on behalf of Seller by the time an executive officer of the ClosingSeller to such effect.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Trump Entertainment Resorts, Inc.), Asset Purchase Agreement (Trump Entertainment Resorts, Inc.), Asset Purchase Agreement (Trump Entertainment Resorts Holdings Lp)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all covenants, agreements and obligations and covenants required by this Agreement to be performed or complied with by Seller by under this Agreement and the time Real Estate Purchase Agreement at or prior to the Closing including delivery of the Closingitems listed in Section 1.4(e) hereof. Buyer shall have received a certificate signed on behalf of Seller by an officer of Seller to such effect.
Appears in 3 contracts
Samples: Equity Purchase Agreement (Century Casinos Inc /Co/), Equity Purchase Agreement (Golden Entertainment, Inc.), Equity Purchase Agreement
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all obligations and covenants required by this Agreement to be performed by it under this Agreement on or complied with by Seller by prior to the time of the ClosingClosing Date.
Appears in 3 contracts
Samples: Equity Purchase Agreement (Baxter International Inc), Membership Interest Purchase Agreement (Cornerstone Building Brands, Inc.), Membership Interest Purchase Agreement (Craft Brew Alliance, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing. Purchaser shall have received a certificate signed by an authorized officer of Seller as to the satisfaction of the foregoing condition.
Appears in 3 contracts
Samples: Purchase Agreement (Oxford Immunotec Global PLC), Asset Purchase Agreement (McCormick & Co Inc), Asset Purchase Agreement (Church & Dwight Co Inc /De/)
Performance of Obligations of Seller. Seller shall have performed performed, or complied with, in all material respects with respects, all obligations and covenants required by this Agreement to be performed or complied with by Seller by it under this Agreement at or prior to the time of the ClosingClosing Date.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Bio Key International Inc), Merger Agreement (PAETEC Holding Corp.), Asset Purchase Agreement (Bio Key International Inc)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations the covenants and covenants required by this Agreement agreements to be performed by or complied with by Seller by under this Agreement at or prior to the time of the ClosingClosing Date.
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (MVP REIT II, Inc.), Membership Interest Purchase Agreement (MVP REIT, Inc.), Purchase Agreement (MVP REIT, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed by it under this Agreement at or complied with by before the Effective Time; and Buyer shall have received a certificate signed on behalf of Seller by the time Chief Executive Officer of the ClosingSeller to such effect.
Appears in 3 contracts
Samples: Merger Agreement (Ecb Bancorp Inc), Merger Agreement (Crescent Financial Bancshares, Inc.), Merger Agreement (BNC Bancorp)
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all agreements and obligations and covenants required by this Agreement to be performed or complied with by Seller by it prior to the time of the ClosingClosing Date.
Appears in 3 contracts
Samples: Stock Purchase Agreement (SMART Global Holdings, Inc.), Stock Purchase Agreement (SMART Global Holdings, Inc.), Stock Purchase Agreement (SMART Global Holdings, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller it by the time of the Closing, and Purchaser shall have received a certificate signed by an authorized officer of Seller to such effect.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Synchronoss Technologies Inc), Asset Purchase Agreement (TigerLogic CORP)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations the covenants and covenants required by this Agreement agreements to be performed by or complied with by Seller by under this Agreement at or prior to the time of the ClosingCompany Closing Date and Building Closing Date, as applicable.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Vestin Realty Mortgage II, Inc), Membership Interest Purchase Agreement (Vestin Realty Mortgage II, Inc)
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all obligations of its material undertakings and covenants agreements required by this Agreement to be performed or complied with by Seller by the time of it prior to or at the Closing.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Potlatch Corp), Asset Purchase Agreement (Ainsworth Lumber Co LTD)
Performance of Obligations of Seller. Seller shall have performed or complied caused to be performed in all material respects with all obligations and all covenants that are required by this Agreement to be performed by it at or complied with by Seller by prior to the time of the ClosingClosing Date.
Appears in 2 contracts
Samples: Asset Purchase Agreement (B&G Foods, Inc.), Asset Purchase Agreement (Hershey Co)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed or complied with by Seller by the time of it under this Agreement at or prior to the Closing.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Cogent Communications Group Inc), Asset Purchase Agreement (Cogent Communications Group Inc)
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all obligations and covenants required by this Agreement to be performed by it under this Agreement on or complied with by Seller by prior to the time of the ClosingSPA Closing Date.
Appears in 2 contracts
Samples: Share Purchase Agreement (Magicjack Vocaltec LTD), Share Purchase Agreement (B. Riley FBR, Inc.)
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all agreements and obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of it prior to the Closing.
Appears in 2 contracts
Samples: Stock Purchase Agreement (L 3 Communications Corp), Stock Purchase Agreement (Caci International Inc /De/)
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all agreements, obligations and covenants required by this Agreement to be performed or complied with by Seller by it under this Agreement on or prior to the time of the ClosingClosing Date.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Walter Investment Management Corp), Stock Purchase Agreement (Walter Investment Management Corp)
Performance of Obligations of Seller. Seller shall have performed or complied with or caused to be performed or complied with, in all material respects with all respects, those obligations and covenants required by this Agreement to be performed or complied with by Seller it by the time of the Closing.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Dova Pharmaceuticals, Inc.), Stock Purchase Agreement (Dova Pharmaceuticals, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all its covenants and obligations and covenants required by under this Agreement required to be performed by it at or complied with by Seller by the time of prior to the Closing.;
Appears in 2 contracts
Samples: Asset Purchase Agreement (Tegna Inc), Asset Purchase Agreement (Nexstar Media Group, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations obligations, agreements and covenants required by this Agreement to be performed or complied with by Seller by the time of it at or prior to the Closing.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Select Income REIT), Purchase and Sale Agreement (Senior Housing Properties Trust)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed by it under this Agreement on or complied with by Seller by prior to the time of the ClosingTransaction Closing Date.
Appears in 2 contracts
Samples: Personal Lines Stock and Asset Purchase Agreement (National General Holdings Corp.), Stock and Asset Purchase Agreement (Amtrust Financial Services, Inc.)
Performance of Obligations of Seller. Each Seller shall have performed or complied in all material respects with all obligations covenants and covenants agreements required by this Agreement to be performed by it hereunder on or complied with by Seller by prior to the time of Closing and shall have tendered the Closingrequired documents at the Closing as set forth in Section 4.2(a).
Appears in 2 contracts
Samples: Asset Transfer Agreement (Vanda Pharmaceuticals Inc.), Asset Transfer Agreement (Vanda Pharmaceuticals Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by prior to the time of the ClosingClosing Date.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Unilens Vision Inc), Asset Purchase Agreement (Unilens Vision Inc)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all material obligations and material covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing, and Purchaser shall have received a certificate signed by an authorized officer of Seller to such effect.
Appears in 2 contracts
Samples: Share Purchase and Sale Agreement (Koninklijke KPN N V), Share Purchase and Sale Agreement (Ibasis Inc)
Performance of Obligations of Seller. Seller shall have performed performed, or complied with, in all material respects with all obligations agreements and covenants required by this Agreement to be performed or complied with by Seller by it under this Agreement on or prior to the time of the ClosingClosing Date.
Appears in 2 contracts
Samples: Securities Purchase Agreement (WPX Energy, Inc.), Securities Purchase Agreement (WPX Energy, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by such Seller by or the time of Company, as applicable, on or before the ClosingClosing Date.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Yu Dong), Stock Purchase Agreement (Twenty-First Century Fox, Inc.)
Performance of Obligations of Seller. Seller Sellers shall have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed by them under this Agreement at or complied with by Seller by prior to such Closing, including, without limitation, the time delivery of the ClosingSeller’s Closing Documents.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Kite Realty Group Trust), Purchase and Sale Agreement (Inland Real Estate Income Trust, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations agreements and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by prior to the time of the ClosingClosing Date.
Appears in 2 contracts
Samples: Purchase Agreement (EFH Group, Inc.), Stock Purchase Agreement (Euronet Worldwide Inc)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing, and Purchaser shall have received a certificate signed by an authorized officer of Seller to such effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (Clean Energy Fuels Corp.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations obligations, conditions and covenants required to be performed or complied with by them under this Agreement at or prior to the Closing, including the delivery of executed Ancillary Documents and any other documents required to be delivered by Seller to Purchaser, and Purchaser shall have received a certificate from Seller signed by an authorized officer of Seller stating that Seller has performed or complied in all material respects with all obligations, conditions and covenants required to be performed or complied with by Seller by the time of the Closingunder this Agreement.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all agreements, covenants, obligations and covenants conditions required by this Agreement to be performed or complied with by Seller by on or prior to the time of the ClosingClosing Date.
Appears in 1 contract
Performance of Obligations of Seller. Each Seller shall will have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by the time of prior to the Closing.
Appears in 1 contract
Samples: Asset Purchase Agreement (Xcel Pharmaceuticals Inc)
Performance of Obligations of Seller. Seller shall have performed or complied complied, in all material respects respects, with all obligations of the covenants and covenants agreements required by this Agreement to be performed or complied with by Seller by the time of at or before the Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied with, in all material respects with respects, all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing.
Appears in 1 contract
Samples: Asset Purchase Agreement (Prestige Consumer Healthcare Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller it by the time of the Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied with or caused to be performed or complied with, in all material respects with all respects, those obligations and covenants required by this Agreement to be performed or complied with by Seller them by the time of the Closing.
Appears in 1 contract
Samples: Stock Purchase Agreement (Travere Therapeutics, Inc.)
Performance of Obligations of Seller. Seller shall will have duly performed or complied in all material respects with all agreements, conditions, obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of at or prior to the Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations covenants and covenants agreements required by this Agreement to be performed or complied with by Seller by the time of hereunder at or prior to the Closing.
Appears in 1 contract
Samples: Asset Purchase Agreement (Sunlink Health Systems Inc)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Global Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied with, in all material respects with respects, all obligations and covenants required by this Agreement to be performed or complied with by Seller by at or prior to the time of the Initial Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects performed or complied with all obligations the covenants and covenants required by agreements contained in this Agreement to be performed or complied with by Seller by it prior to or on the time of the ClosingClosing Date.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants in all material respects required by this Agreement to be performed or complied with by Seller by the time of at or before the Closing. Purchasers shall have received a certificate signed by an authorized officer of Seller to such effect.
Appears in 1 contract
Samples: Unit Purchase Agreement (Allscripts Healthcare Solutions, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with the execution of all agreements, documents and obligations and covenants required by this Agreement to be performed or complied with executed by Seller by under this Agreement prior to the time Closing Date. Seller shall have delivered to Buyer a Bill of Sale for the ClosingPosters to be sxxx hereunder and the Posters.
Appears in 1 contract
Samples: Asset Purchase Agreement (Paid Inc)
Performance of Obligations of Seller. Seller shall have complied with or performed or complied in all material respects with all covenants, obligations and covenants agreements required to be complied with or performed by it under this Agreement at or prior to be performed or complied with by Seller by the time of the Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller and its Affiliates shall have performed or complied with or caused to be performed or complied with, in all material respects with all respects, the obligations and covenants required by this Agreement to be performed or complied with by Seller or any of its Affiliates by the time of the Closing; provided that, with respect to obligations and covenants that are qualified by “materiality” or “Material Adverse Effect,” Seller and its Affiliates shall have performed and complied with such obligations and covenants, as so qualified, in all respects.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations obligations, covenants, and covenants agreements required by this Agreement to be performed or complied with by Seller by the time of the Principal Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed or complied with by Seller by the time of under this Agreement at or prior to the Closing, and Purchaser shall have received a certificate from Seller signed by an authorized officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants in all material respects (considered collectively) required by this Agreement to be performed or complied with by Seller by Seller, on or before the time of the ClosingClosing Date.
Appears in 1 contract
Performance of Obligations of Seller. Seller and Company shall have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by the time of prior to the Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of under this Agreement at or prior to the Closing.
Appears in 1 contract
Samples: Merger Agreement (Maravai Lifesciences Holdings, Inc.)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all of the obligations and covenants required by this Agreement to be performed by it under this Agreement on or complied with by Seller by the time of prior to the Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed by it under this Agreement on or complied prior to the Closing Date; provided, that, with respect to obligations that are qualified by materiality, Seller by the time of the Closingshall have performed such obligations, as so qualified, in all respects.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing, including the Restructuring, and Purchaser shall have received a certificate signed by an authorized officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller it by the time of the Closing. Purchaser shall have received a certificate signed by an authorized officer of Seller as to the satisfaction of the foregoing condition.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller them by the time of the Closing.
Appears in 1 contract
Samples: Asset Purchase Agreement (Cytec Industries Inc/De/)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all conditions, covenants, agreements and obligations and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by prior to the time of the ClosingClosing Date.
Appears in 1 contract
Samples: Acquisition and Purchase Agreement (TPT Global Tech, Inc.)
Performance of Obligations of Seller. Seller shall will have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by prior to the time of the ClosingClosing Date.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing, or such earlier date to the extent specified with respect thereto.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations agreements and covenants required by this Agreement to be performed or complied with by Seller by it on or prior to the time of Closing Date and shall have delivered all the Closingitems specified in Section 2.2(b).
Appears in 1 contract
Samples: Stock Purchase Agreement (Centessa Pharmaceuticals LTD)
Performance of Obligations of Seller. Seller shall have performed or in all material respects any obligations and complied in all material respects with all obligations and any covenants required by this Agreement or other agreements of Seller to be performed or complied with by Seller by it under this Agreement at or prior to the time of the ClosingEffective Time.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall will have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all obligations the covenants and covenants agreements required by this Agreement to be performed or complied with by Seller by the time of them under this Agreement, taken as a whole, at or prior to the Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of prior to the Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied with or caused to be performed or complied with, in all material respects with all respects, the obligations and covenants required by this Agreement to be performed or complied with by Seller it or any of its affiliates (including the Transferred Subsidiaries) by the time of the Closing.
Appears in 1 contract
Samples: Stock Purchase Agreement (SMART Global Holdings, Inc.)
Performance of Obligations of Seller. Seller shall have ------------------------------------- performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed or complied with by Seller by the time of it under this Agreement at or prior to the Closing, and Purchaser shall have received a certificate signed by an authorized officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations its agreements and covenants required contained in or contemplated by this Agreement which are required to be performed or complied with by Seller by the time of at or prior to the Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed or complied with by Seller by the time of it under this Agreement at or prior to the Closing, and Purchaser shall have received a certificate signed by authorized officers or members of Seller signing on behalf of Seller to that effect.
Appears in 1 contract
Samples: Asset Purchase Agreement (Cogent Communications Group Inc)
Performance of Obligations of Seller. Seller shall have performed or ------------------------------------ complied in all material respects with all obligations obligations, conditions and covenants required by this Agreement to be performed by it under this Agreement and the Seller Ancillary Agreements at or complied with by Seller by the time of prior to the Closing, and Purchaser shall have received a certificate signed by an authorized officer of Seller to such effect.
Appears in 1 contract
Samples: Asset Purchase Agreement (Tcsi Corp)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing. Purchaser shall have received a certificate dated as of the Closing Date signed by an authorized officer of Seller as to the satisfaction of the foregoing condition.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by under this Agreement at or prior to the time of the ClosingClosing Date.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations agreements and covenants required by this Agreement to be performed or complied with by Seller by the time of it on or prior to the Closing.
Appears in 1 contract
Samples: Asset Purchase Agreement (OncBioMune Pharmaceuticals, Inc)
Performance of Obligations of Seller. Seller shall have performed performed, or complied with, in all material respects with respects, all obligations and covenants required by this Agreement to be performed or complied with by Seller by it under this Agreement at or prior to the time date of the Closing.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement and each Ancillary Agreement to be performed or complied with by Seller it by the time of the Closing. Purchaser shall have received a certificate signed by an authorized officer of Seller as to the satisfaction of the foregoing condition.
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (Potlatchdeltic Corp)
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all obligations of its obligations, agreements and covenants required by and satisfied all the conditions on its part under this Agreement and the Related Agreements and required to be performed or complied with satisfied by Seller by it at or prior to the time of the ClosingClosing Date.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or and complied in all material respects with all obligations agreements, obligations, covenants and covenants conditions required by this Agreement and the Transaction-Related Documents to be performed or complied with by Seller by it prior to or on the time of the ClosingClosing Date.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed by it under this Agreement at or complied with by Seller by the time of prior to the Closing.
Appears in 1 contract
Samples: Stock Purchase Agreement (Cross Country Healthcare Inc)
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement and the Ancillary Agreements to be performed or complied with by Seller by the time of the Closing, and Purchaser shall have received a certificate signed by an authorized officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed by it under this Agreement on or complied with by Seller by prior to the time of the ClosingClosing Date.
Appears in 1 contract
Samples: Stock Purchase Agreement (Hallmark Financial Services Inc)
