Performance of Obligations of Seller. The Seller shall have performed all obligations required to be performed by it under this Agreement prior to the Closing Date, and Buyer shall have received a certificate signed by the chief executive officer of each Seller to such effect.
Appears in 3 contracts
Samples: Asset Purchase Agreement (1847 Goedeker Inc.), Asset Purchase Agreement (1847 Holdings LLC), Asset Purchase Agreement (ICTV Brands Inc.)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on or prior to the Closing Date, and Buyer shall have received a certificate signed on behalf of Seller by the chief an executive officer of each Seller to such effect.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Fidelity & Guaranty Life), Stock Purchase Agreement (Enstar Group LTD), Stock Purchase Agreement (Harbinger Group Inc.)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer shall have received a certificate signed by the chief executive officer Chief Executive Officer or President and the Chief Financial Officer of each Seller to such effect.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Princeton Review Inc), Asset Purchase Agreement (Princeton Review Inc), Asset Purchase Agreement (NMS Communications Corp)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing DateClosing, and Buyer Purchaser shall have received a certificate signed on behalf of Seller by the chief an executive officer of each Seller to such effecteffect with respect to obligations regarding itself, the Company and its Subsidiaries; provided, that this condition shall be deemed satisfied so long as any failures to perform obligations under this Agreement are not, individually or in the aggregate, significant in relation to the magnitude of the Transaction or to the parties’ required efforts to obtain Governmental Consents.
Appears in 3 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement, Stock Purchase Agreement (At&t Inc.)
Performance of Obligations of Seller. The Seller shall have performed and complied in all material respects with all of its covenants, agreements and obligations contained in this Agreement and required to be performed by it under this Agreement or complied with on or prior to the Closing Date, and . Buyer shall have received a certificate signed on behalf of Seller by the chief an authorized executive officer of each Seller to such effect.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Yumanity Therapeutics, Inc.), Asset Purchase Agreement (XBiotech Inc.)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, Effective Time; provided that Seller shall have performed its agreements contained in Sections 4.01(c) and Buyer (d) in all respects; and Acquirer shall have received a certificate certificate, dated the Effective Date, signed on behalf of Seller by the chief executive officer Chief Financial Officer of each Seller to such effect.
Appears in 2 contracts
Samples: Merger Agreement (Western Bancorp), Merger Agreement (Us Bancorp \De\)
Performance of Obligations of Seller. The Seller shall must have performed in all obligations material respects all covenants and agreements required to be performed by it under this Agreement on or prior to the Closing Date, and Buyer shall have received a certificate signed by the chief executive a duly authorized officer of each Seller to such the foregoing effect.
Appears in 2 contracts
Samples: Acquisition Agreement (LCC International Inc), Acquisition Agreement (Wireless Facilities Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer the Surviving Company shall have received a certificate signed on behalf of Seller by the chief an executive officer of each Seller to such effect.
Appears in 2 contracts
Samples: Reorganization Agreement (Lauder Ronald S), Reorganization Agreement (Central European Media Enterprises LTD)
Performance of Obligations of Seller. The Seller shall have performed all obligations required to be performed by it under this Agreement at or prior to the Closing DateEffective Time, except where the failure of such performance would not have a Seller Material Adverse Effect, and Buyer the Company shall have received a certificate certificate, dated the Effective Date, signed by on behalf of the chief executive officer of each Seller to such effecteffect by its Chief Executive Officer and Chief Financial Officer.
Appears in 2 contracts
Samples: Merger Agreement (Midwest Banc Holdings Inc), Merger Agreement (Midwest Banc Holdings Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer Purchaser shall have received a certificate signed on behalf of Seller by the chief executive a duly authorized officer of each Seller to such effect.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Alabama Gas Corp), Stock Purchase Agreement (Teco Energy Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects the obligations required to be performed by it under this Agreement at or prior to the Closing Date; the amount of any Receivables Overage as of the Closing Date shall not exceed $5,000,000, and Buyer Buyers shall have received a certificate signed on behalf of Seller by the chief executive officer Chief Executive Officer or the Chief Financial Officer of each Seller to such effect.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Landamerica Financial Group Inc), Stock Purchase Agreement (Fidelity National Financial, Inc.)
Performance of Obligations of Seller. The Seller shall have performed in all material respects the covenants, agreements and obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer Parent shall have received a certificate signed on behalf of Seller by the chief executive officer Chief Executive Officer and the Chief Financial Officer of each Seller to such effect.
Appears in 2 contracts
Samples: Merger Agreement (Civista Bancshares, Inc.), Merger Agreement (United Community Financial Corp)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, First Closing; and Buyer shall have received a certificate signed on behalf of Seller by the chief executive officer Chief Executive Officer or the Chief Financial Officer of each Seller to such effect.
Appears in 2 contracts
Samples: Equity Purchase Agreement (ARC Properties Operating Partnership, L.P.), Equity Purchase Agreement (RCS Capital Corp)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, Second Closing; and Buyer shall have received a certificate signed on behalf of Seller by the chief executive officer Chief Executive Officer or the Chief Financial Officer of each Seller to such effect.
Appears in 2 contracts
Samples: Equity Purchase Agreement (ARC Properties Operating Partnership, L.P.), Equity Purchase Agreement (RCS Capital Corp)
Performance of Obligations of Seller. The Seller shall must have performed in all obligations material respects all covenants and agreements required to be performed by it under this Agreement on or prior to the Closing Date, and Buyer Purchaser shall have received a certificate signed by the chief executive a duly authorized officer of each Seller to such the foregoing effect.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Wireless Facilities Inc), Asset Purchase Agreement (LCC International Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations and covenants required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer shall have received a certificate signed on behalf of Seller by the chief an executive officer of each Seller to such effect.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Realm Therapeutics PLC), Asset Purchase Agreement (Realm Therapeutics PLC)
Performance of Obligations of Seller. The Seller Sellers shall have performed complied in all obligations required material respects with the covenants and agreements to be performed by it or complied with under this Agreement at or prior to the Closing Date, ; and Buyer shall have received a certificate signed by on behalf of the chief executive officer of each Seller Sellers’ Chief Executive Officer or the Chief Financial Officer to such effect.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Vestin Realty Mortgage II, Inc), Membership Interest Purchase Agreement (Vestin Realty Mortgage I, Inc.)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer Purchaser shall have received a certificate to such effect signed on behalf of Seller by the chief executive officer and the chief financial officer of each Seller to such effect.Seller;
Appears in 2 contracts
Samples: Purchase Agreement (International Paper Co /New/), Purchase Agreement (Weyerhaeuser Co)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, Effective Time; and Buyer Xxxxx shall have received a certificate signed on behalf of Seller by the chief executive officer Chief Executive Officer or the Chief Financial Officer of each Seller to such effect.
Appears in 2 contracts
Samples: Merger Agreement (Southern Missouri Bancorp, Inc.), Merger Agreement (Southern Missouri Bancorp, Inc.)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, ; and Buyer shall have received a certificate signed on behalf of Seller by the chief executive officer and the chief financial officer of each Seller to such effect.
Appears in 2 contracts
Samples: Merger Agreement (Learning Co Inc), Merger Agreement (Eg&g Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects each of the covenants, agreements and obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Closing. Buyer shall have received a certificate signed on behalf of Seller by the chief executive an officer of each Seller to such effect.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Isle of Capri Casinos Inc), Option Agreement (Isle of Capri Casinos Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects the obligations required to be performed by it under this Agreement at or prior to the Closing Date, ; and Buyer Buyers shall have received a certificate signed on behalf of Seller by the chief executive officer Chief Executive Officer or the Chief Financial Officer of each Seller to such effect.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Fidelity National Financial, Inc.), Stock Purchase Agreement (Landamerica Financial Group Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer Purchaser shall have received a certificate signed on behalf of Seller by the chief an executive officer of each Seller to such effect.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Gsi Commerce Inc), Stock Purchase Agreement (Gsi Commerce Inc)
Performance of Obligations of Seller. The Seller shall have taken all necessary corporate or other actions to consummate the transactions contemplated hereby and shall have performed and complied in all obligations material respects with each covenant, agreement and condition required by this Agreement or any Ancillary Agreement to be performed or complied with by it under this Agreement at or prior to the Closing Date, Closing; and Buyer shall have received a certificate signed on behalf of Seller by the president and chief executive financial officer of each Seller to such effect.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Fischer Imaging Corp), Asset Purchase Agreement (Hologic Inc)
Performance of Obligations of Seller. The Seller Buyer shall have performed and complied in all material respects with all of its covenants, agreements and obligations contained in this Agreement and required to be performed by it under this Agreement or complied with on or prior to the Closing Date, and Buyer . Seller shall have received a certificate signed on behalf of Buyer by the chief an authorized executive officer of each Seller Buyer to such effect.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Yumanity Therapeutics, Inc.), Asset Purchase Agreement (XBiotech Inc.)
Performance of Obligations of Seller. The Seller shall have performed in all material respects the obligations required to be performed by it under this Agreement at or prior to the Closing Date, and . Buyer shall have received a certificate signed on behalf of Seller by the chief executive an appropriate officer of each Seller to such the foregoing effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (PNC Financial Services Group Inc)
Performance of Obligations of Seller. The Seller shall have performed complied in all obligations required material respects with the covenants and agreements to be performed by it or complied with under this Agreement at or prior to the Closing Date, ; and Buyer shall have received a certificate signed on behalf of Seller by the chief executive officer Chief Executive Officer or the Chief Financial Officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all material respects all covenants, agreements and obligations required to be performed by it under this Agreement at or prior to the Closing DateClosing, and including without limitation delivery of the items listed in Section 1.5 hereof. Buyer shall have received a certificate signed on behalf of Seller by the chief an executive officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all material respects all covenants, agreements and obligations required to be performed by it under this Agreement at or prior to the Closing DateClosing, including without limitation delivery of the Required Consents and all other items listed in Section 4.2 hereof that are to be delivered by Seller. Buyer shall have received a certificate signed on behalf of Seller by the chief executive an officer of each Seller to such effect.
Appears in 1 contract
Samples: Asset Purchase Agreement (Penn National Gaming Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement prior to at or before the Closing, and Purchaser shall have received a certificate, dated the Closing Date, and Buyer shall have received a certificate signed on behalf of Seller by the chief executive officer Chief Executive Officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all obligations material respects each obligation required to be performed by it under this Agreement at or prior to the Closing DateEffective Time, and Parent and Buyer shall have received a certificate signed on behalf of Seller by the chief executive officer and the chief financial officer of each Seller Seller, in such capacity, to such effect.
Appears in 1 contract
Samples: Merger Agreement (American Industrial Properties Reit Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer Purchaser shall have received a certificate signed by the chief executive a duly authorized officer of each Seller to such effectcertifying the foregoing.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Bancorpsouth Inc)
Performance of Obligations of Seller. The Seller shall will have performed in all material respects all agreements, covenants and obligations required to be performed by it under this Agreement at or prior to the Closing Date and Buyer will have received certificates, dated the Closing Date, and Buyer shall have received a certificate signed by the chief executive officer on behalf of each Seller to such effect.
Appears in 1 contract
Samples: Asset Purchase Agreement (Gleacher & Company, Inc.)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Buyer shall have received a certificate Certificate signed on behalf of the Seller by the chief executive officer of each Seller to such effectits Chief Financial Officer.
Appears in 1 contract
Samples: Asset Sale Agreement (Nui Corp)
Performance of Obligations of Seller. The Seller shall have performed all material obligations required to be performed by it under this Agreement on or prior to the Closing Date, and Buyer shall have received a certificate signed by the chief executive an authorized officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Date, and Buyer and Buyer Bank shall have received a certificate, dated the Closing Date, and Buyer shall have received a certificate signed on behalf of Seller by the chief executive officer Chief Executive Officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall must have performed in all obligations material respects all covenants and agreements required to be performed by it under this Agreement on or prior to the Closing Date, and Buyer Purchaser shall have received a certificate dated the Closing Date and signed by the chief executive a duly authorized officer of each Seller to such the foregoing effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on or prior to the Closing Date, and Buyer shall have received a certificate signed on behalf of Seller by the chief executive officer of each Seller its duly authorized Officer (in his or her capacity as such and not in any individual capacity) to such effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (Noranda Aluminum Acquisition CORP)
Performance of Obligations of Seller. The Seller shall have performed in all material respects the obligations required to be performed by it under this Agreement at or prior to the Closing Date, and without giving effect to any notification received under Section 4.6. Buyer shall have received a certificate signed on behalf of Seller by the chief executive an appropriate officer of each Seller to such the foregoing effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (Harland Clarke Holdings Corp)
Performance of Obligations of Seller. The Seller and Seller Bank shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing DateEffective Time, and Buyer shall have received a certificate dated as of the Closing Date and signed on behalf of Seller by the chief executive officer Chief Executive Officer and the Chief Financial Officer of each Seller to such effect.
Appears in 1 contract
Samples: Merger Agreement (Renasant Corp)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement hereunder on or prior to the Closing Date, including all deliveries required to be made pursuant to Article II hereof, and Buyer Purchaser shall have received a certificate signed by the chief an executive officer or manager of each Seller to such effect.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Revel Entertainment Group, LLC)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, Effective Time; and Buyer shall have received a certificate signed on behalf of Seller by the chief executive officer Chief Executive Officer or the Chief Financial Officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have ------------------------------------ performed all obligations required to be performed by it under this Agreement prior to the Closing Date, and Buyer shall have received a certificate signed by the chief an executive officer of each Seller to such effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (Paragon Technologies Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all covenants, agreements and obligations required to be performed by it under this Agreement at or prior to the Closing DateClosing, and including without limitation delivery of items listed in Section 4.2 hereof. Buyer shall have received a certificate signed on behalf of Seller by the chief executive an officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer shall have received a certificate certificate, dated the Closing Date, signed on behalf of Seller by the chief executive officer Chief Executive Officer and the Chief Financial Officer of each Seller in their capacities as officers of Seller, to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing DateEffective Time, and Buyer Purchaser Parent and Purchaser Bank shall have received a certificate certificate, dated the Effective Date, signed on behalf of Seller by the chief executive officer Chief Executive Officer and the Chief Financial Officer of each Seller to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Pacific Premier Bancorp Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer Buyer, Merger Sub and Merger LLC shall have received a certificate signed by the chief executive officer Chief Executive Officer or President and the Chief Financial Officer of each Seller to such effect.
Appears in 1 contract
Samples: Merger Agreement (Ansys Inc)
Performance of Obligations of Seller. The Seller shall have performed all and shall have caused the Company and its Subsidiaries to have performed the obligations required to be performed by it or them under this Agreement on or prior to the Closing DateDate in all material respects, and Buyer shall have received a certificate signed on behalf of Seller by the chief an executive officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer shall have received a certificate signed by the chief executive Chief Executive Officer or President and the Chief Financial Officer of Seller and a certificate signed by an officer of each Seller of its Subsidiaries to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing DateEffective Time, and Buyer Parent shall have received a certificate certificate, dated the Effective Date, signed on behalf of Seller by the chief executive officer Chief Executive Officer and the Chief Financial Officer of each Seller to such effect.
Appears in 1 contract
Samples: Merger Agreement (S&t Bancorp Inc)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all covenants and obligations required to be performed by it under this Agreement at or prior to the Closing Date, and . Buyer shall have received a certificate signed on behalf of Seller by the chief an executive officer of each Seller to such effect.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Enbridge Energy Partners Lp)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer shall have received receive at Closing a certificate signed on behalf of Seller by the chief executive an authorized officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed and complied in all material respects with all of its covenants, agreements and obligations contained in this Agreement and required to be performed by it under this Agreement or complied with on or prior to the Closing Date, and . Buyer shall have received a certificate signed on behalf of Seller by the chief an authorized executive officer of each Seller to such effecteffect with respect to the conditions set forth in Sections 6.2(a) and (b).
Appears in 1 contract
Samples: Asset and Equity Interests Purchase Agreement (NightHawk Biosciences, Inc.)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations or covenants required to be performed by it under this Agreement at or prior to the Closing, and Purchaser shall have received a certificate, dated the Closing Date, and Buyer shall have received a certificate signed on behalf of Seller by the chief executive officer Chief Executive Officer and the Chief Financial Officer of each Seller to such effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (Midwest Banc Holdings Inc)
Performance of Obligations of Seller. The Seller Buyer shall have performed and complied in all material respects with all of its covenants, agreements and obligations contained in this Agreement and required to be performed by it under this Agreement or complied with on or prior to the Closing Date, and Buyer . Seller shall have received a certificate signed on behalf of Buyer by the chief an authorized executive officer of each Seller Buyer to such effecteffect with respect to the conditions set forth in Sections 6.3(a) and (b).
Appears in 1 contract
Samples: Asset and Equity Interests Purchase Agreement (NightHawk Biosciences, Inc.)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement hereunder on or prior to the Closing Date, and Buyer Purchaser shall have received a certificate signed by the chief executive a duly authorized officer of each Seller on behalf of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer . Purchaser shall have received a certificate signed on behalf of Seller by its Chief Executive Officer or Chief Financial Officer to the chief executive officer of each Seller to such foregoing effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed all obligations required to be performed by it under this Agreement prior to the Closing Date, and Buyer Xxxxx shall have received a certificate signed by the chief executive officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed ------------------------------------ all obligations required to be performed by it under this Agreement prior to the Closing Date, and Buyer shall have received a certificate signed by the chief executive officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller and the Company shall have performed in all material respects all covenants, agreements and obligations required to be performed by it them under this Agreement at or prior to the Closing DateClosing, and including delivery of the items listed in Section 1.4(b) hereof. Buyer shall have received a certificate signed by the chief executive officer of each Seller to such effect.
Appears in 1 contract
Samples: Interest Purchase Agreement (Red Rock Resorts, Inc.)
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer and Merger Sub shall have received a certificate signed by the chief executive officer Chief Executive Officer and the Chief Financial Officer of each Seller to such effect.
Appears in 1 contract
Samples: Merger Agreement (Ansys Inc)
Performance of Obligations of Seller. The Seller shall have performed all obligations required to be performed by it them under this Agreement to the extent intended to be performed at or prior to the Closing DateClosing, and Buyer Xxxxx shall have received a certificate signed by the chief executive officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller and the Company shall have performed or complied in all material respects with all obligations and covenants required by this Agreement and the Operative Agreements to which it is a party to be performed or complied with by it under this Agreement on or prior to the Initial Closing Date, and Buyer Purchaser shall have received a certificate signed by the chief executive an authorized officer of each Seller to such effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (Companhia De Bebidas Das Americas-Ambev)
Performance of Obligations of Seller. The Seller shall ------------------------------------ have performed all material obligations required to be performed by it them under this Agreement on or prior to the Closing Date, and Buyer Purchaser shall have received a certificate signed by the chief executive an authorized officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller ------------------------------------ shall have performed all material obligations and covenants required to be performed by it under this Agreement on or prior to the Closing Date, and Buyer Purchaser shall have received a certificate signed by the chief executive an authorized officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in ------------------------------------ all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, ; and Buyer shall have received at the Closing a certificate signed on behalf of Seller by the chief executive officer and the chief financial officer of each Seller to such effect.
Appears in 1 contract
Samples: Merger Agreement (Video City Inc)
Performance of Obligations of Seller. The Seller shall have performed performed, and shall have caused the Company to perform, in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer Purchaser shall have received a certificate dated the Closing Date signed on behalf of Seller by the chief executive a duly authorized officer of each Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed all obligations required to be performed by it under this Agreement prior to the Closing Date, and Buyer shall have received a certificate signed by the chief executive officer of each Seller and Members to such effect.
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Buyer Purchaser shall have received a certificate to such effect signed on behalf of Seller by the chief executive an officer of each Seller to such effect.Seller;
Appears in 1 contract
Performance of Obligations of Seller. The Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement prior to at or before the Closing Date, Effective Time; and Buyer shall have received a certificate signed on behalf of Seller by the chief executive officer President of each Seller to such effect.
Appears in 1 contract
Samples: Merger Agreement (BNC Bancorp)