Performance of Obligations of Seller. 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 an executive officer of 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. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer shall have received a certificate signed on behalf of Seller by an executive officer the Chief Executive Officer or President and the Chief Financial Officer of 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 on or prior to the Closing Date, and Buyer shall have received a certificate signed on behalf of Seller by an 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. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, Second Closing; and Buyer shall have received a certificate signed on behalf of Seller by an executive officer the Chief Executive Officer or the Chief Financial Officer of Seller to such effect.
Appears in 2 contracts
Samples: Sub Advisory Agreement (ARC Properties Operating Partnership, L.P.), Sub Advisory Agreement (RCS Capital Corp)
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations and covenants required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer shall have received a certificate signed on behalf of Seller by an executive officer of 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. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, ; and Buyer shall have received a certificate signed on behalf of Seller by an the chief executive officer and the chief financial officer of Seller to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Learning Co Inc), Agreement and Plan of Merger (Eg&g Inc)
Performance of Obligations of Seller. Seller shall have performed in all material respects all the obligations required to be performed by it under this Agreement on at or prior to the Closing Date, ; and Buyer Buyers shall have received a certificate signed on behalf of Seller by an executive officer the Chief Executive Officer or the Chief Financial Officer of 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. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer the Surviving Company shall have received a certificate signed on behalf of Seller by an executive officer of 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. Seller shall have taken all necessary corporate or other actions to consummate the transactions contemplated hereby and shall have performed and complied in all material respects all obligations 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 on at or prior to the Closing Date, Closing; and Buyer shall have received a certificate signed on behalf of Seller by an executive the president and chief financial officer of Seller to such effect.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Hologic Inc), Asset Purchase Agreement (Fischer Imaging Corp)
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, First Closing; and Buyer shall have received a certificate signed on behalf of Seller by an executive officer the Chief Executive Officer or the Chief Financial Officer of Seller to such effect.
Appears in 2 contracts
Samples: Sub Advisory Agreement (ARC Properties Operating Partnership, L.P.), Sub Advisory Agreement (RCS Capital Corp)
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on 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 an executive officer the Chief Financial Officer of Seller to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Us Bancorp \De\), Agreement and Plan of Merger (Western Bancorp)
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 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 on behalf of Seller by an executive officer of the Seller to such effecteffect by its Chief Executive Officer and Chief Financial Officer.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Midwest Banc Holdings Inc), Agreement and Plan of Merger (Midwest Banc Holdings Inc)
Performance of Obligations of Seller. Seller shall must have performed in all material respects all obligations 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 on behalf of Seller by an executive a duly authorized officer of 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. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer Purchaser shall have received a certificate signed on behalf of Seller by an executive a duly authorized officer of 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. Seller shall must have performed in all material respects all obligations 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 on behalf of Seller by an executive a duly authorized officer of Seller to such the foregoing effect.
Appears in 2 contracts
Samples: Agreement (LCC International Inc), Agreement (Wireless Facilities Inc)
Performance of Obligations of Seller. 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 Seller Buyer by an authorized executive officer of 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. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, Effective Time; and Buyer Xxxxx shall have received a certificate signed on behalf of Seller by an executive officer the Chief Executive Officer or the Chief Financial Officer of Seller to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Southern Missouri Bancorp, Inc.), Agreement and Plan of Merger (Southern Missouri Bancorp, Inc.)
Performance of Obligations of Seller. 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 an authorized executive officer of 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. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer Purchaser shall have received a certificate signed on behalf of Seller by an executive officer of Seller to such effect.
Appears in 2 contracts
Samples: Stockholders’ Agreement (Gsi Commerce Inc), Stockholders’ Agreement (Gsi Commerce Inc)
Performance of Obligations of Seller. Seller shall have performed in all material respects all each of the covenants, agreements and obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Closing. Buyer shall have received a certificate signed on behalf of Seller by an executive officer of 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. Seller shall have performed in all material respects all the covenants, agreements and obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer Parent shall have received a certificate signed on behalf of Seller by an executive officer the Chief Executive Officer and the Chief Financial Officer of Seller to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Civista Bancshares, Inc.), Agreement and Plan of Merger (United Community Financial Corp)
Performance of Obligations of Seller. Seller Sellers shall have performed complied in all material respects all obligations required with the covenants and agreements to be performed by it or complied with under this Agreement on at or prior to the Closing Date, ; and Buyer shall have received a certificate signed on behalf of Seller by an executive officer of Seller the Sellers’ Chief Executive Officer or the Chief Financial Officer to such effect.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Vestin Realty Mortgage I, Inc.), Membership Interest Purchase Agreement (Vestin Realty Mortgage II, Inc)
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer Purchaser shall have received a certificate to such effect signed on behalf of Seller by an the chief executive officer and the chief financial officer of Seller to such effect.Seller;
Appears in 2 contracts
Samples: Pulpwood Supply Agreement (Weyerhaeuser Co), Assignment and Assumption Agreement (International Paper Co /New/)
Performance of Obligations of Seller. Seller shall have performed in all material respects all the obligations required to be performed by it under this Agreement on 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 an executive officer the Chief Executive Officer or the Chief Financial Officer of 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. Seller shall have performed in ------------------------------------ all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, ; and Buyer shall have received at the Closing a certificate signed on behalf of Seller by an the chief executive officer and the chief financial officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on 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 an executive officer the Chief Executive Officer and the Chief Financial Officer of Seller in their capacities as officers of Seller, to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on 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 an executive officer the Chief Executive Officer and the Chief Financial Officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all covenants and obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and . Buyer shall have received a certificate signed on behalf of Seller by an executive officer of Seller to such effect.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Enbridge Energy Partners Lp)
Performance of Obligations of Seller. 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 on behalf of Seller by an executive officer or manager of Seller to such effect.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Revel Entertainment Group, LLC)
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer and Merger Sub shall have received a certificate signed on behalf of Seller by an executive officer the Chief Executive Officer and the Chief Financial Officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer Buyer, Merger Sub and Merger LLC shall have received a certificate signed on behalf of Seller by an executive officer the Chief Executive Officer or President and the Chief Financial Officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to 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 an executive officer the Chief Executive Officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall will have performed in all material respects all agreements, covenants and obligations required to be performed by it under this Agreement on 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 on behalf of Seller by an executive officer of 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 on at or prior to the Closing Date, and the Buyer shall have received a certificate Certificate signed on behalf of the Seller by an executive officer of Seller to such effectits Chief Financial Officer.
Appears in 1 contract
Samples: Asset Sale Agreement (Nui Corp)
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations each obligation required to be performed by it under this Agreement on at or prior to the Closing DateEffective Time, and Parent and Buyer shall have received a certificate signed on behalf of Seller by an the chief executive officer and the chief financial officer of Seller Seller, in such capacity, to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (American Industrial Properties Reit Inc)
Performance of Obligations of Seller. Seller shall have performed in all material respects 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 an executive officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer . Purchaser shall have received a certificate signed on behalf of Seller by an executive officer of Seller its Chief Executive Officer or Chief Financial Officer to such the foregoing effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer Purchaser shall have received a certificate signed on behalf of Seller by an executive a duly authorized officer of Seller to such effectcertifying the foregoing.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Bancorpsouth Inc)
Performance of Obligations of Seller. 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 on 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 an executive a duly authorized officer 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 on or prior to the Closing Date, and Buyer shall have received a certificate signed on behalf of Seller by an the chief executive officer of each Seller and Members to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, Effective Time; and Buyer shall have received a certificate signed on behalf of Seller by an executive officer the Chief Executive Officer or the Chief Financial Officer of Seller to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Southern Missouri Bancorp, Inc.)
Performance of Obligations of Seller. 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 an the chief executive officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer shall have received a certificate signed on behalf by the Chief Executive Officer or President and the Chief Financial Officer of Seller and a certificate signed by an executive officer of Seller each of its Subsidiaries to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed complied in all material respects all obligations required with the covenants and agreements to be performed by it or complied with under this Agreement on at or prior to the Closing Date, ; and Buyer shall have received a certificate signed on behalf of Seller by an executive officer the Chief Executive Officer or the Chief Financial Officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. 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 an executive officer of Seller to such effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (Paragon Technologies Inc)
Performance of Obligations of Seller. Seller shall have performed in all material respects all covenants, agreements and obligations required to be performed by it under this Agreement on 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 an executive officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. 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 on 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 on behalf of Seller by an executive officer of Seller to such effect.
Appears in 1 contract
Samples: Interest Purchase Agreement (Red Rock Resorts, Inc.)
Performance of Obligations of Seller. Seller shall have performed in all material respects all the obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and . Buyer shall have received a certificate signed on behalf of Seller by an executive appropriate officer of Seller to such the foregoing effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (PNC Financial Services Group Inc)
Performance of Obligations of Seller. 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 an executive authorized officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on 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 an executive officer the Chief Executive Officer and the Chief Financial Officer of Seller to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Pacific Premier Bancorp Inc)
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer Purchaser shall have received a certificate to such effect signed on behalf of Seller by an executive officer of Seller to such effect.Seller;
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it them under this Agreement on to the extent intended to be performed at or prior to the Closing DateClosing, and Buyer Xxxxx shall have received a certificate signed on behalf of Seller by an the chief executive officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. 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 on behalf of Seller by an executive authorized officer of Seller to such effect.
Appears in 1 contract
Samples: Shareholders Agreement (Companhia De Bebidas Das Americas-Ambev)
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 it under this Agreement on or prior to Seller by the Closing Date, and Buyer time of the Closing. Purchaser shall have received a certificate dated as of the Closing Date signed on behalf of Seller by an executive authorized officer of Seller as to such effectthe satisfaction of the foregoing condition.
Appears in 1 contract
Performance of Obligations of Seller. 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 an authorized executive officer of 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. 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 a duly authorized officer of Seller on behalf of Seller by an executive officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller ------------------------------------ shall have performed in all material respects all 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 on behalf of Seller by an executive authorized officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all covenants, agreements and obligations required to be performed by it under this Agreement on 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 an executive officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Effective Date, and Buyer and Buyer Bank shall have received a certificate certificate, dated the Closing Date, signed on behalf of Seller by an executive officer the Chief Executive Officer of Seller to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Community Bancorp /Vt)
Performance of Obligations of Seller. Seller shall must have performed in all material respects all obligations 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 on behalf of Seller by an executive a duly authorized officer of Seller to such the foregoing effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller and Seller Bank shall have performed in all material respects all obligations required to be performed by it them under this Agreement on 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 an executive officer the Chief Executive Officer and the Chief Financial Officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to before the Closing Date, Effective Time; and Buyer shall have received a certificate signed on behalf of Seller by an executive officer the President 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 on or prior to the Closing Date, and Buyer Xxxxx shall have received a certificate signed on behalf of Seller by an the chief executive officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall have performed in all material respects all covenants, agreements and obligations required to be performed by it under this Agreement on 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 an executive officer of Seller to such effect.
Appears in 1 contract
Samples: Asset Purchase Agreement (Penn National Gaming Inc)
Performance of Obligations of Seller. 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 Seller Buyer by an authorized executive officer of 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. Seller shall have performed in all material respects all obligations or covenants required to be performed by it under this Agreement on at or prior to the Closing DateClosing, and Buyer Purchaser shall have received a certificate certificate, dated the Closing Date, signed on behalf of Seller by an executive officer the Chief Executive Officer and the Chief Financial Officer of Seller to such effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (Midwest Banc Holdings Inc)
Performance of Obligations of Seller. Seller shall have performed in all material respects all the obligations required to be performed by it under this Agreement on 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 an executive appropriate officer of Seller to such the foregoing effect.
Appears in 1 contract
Samples: Stock Purchase Agreement (Harland Clarke Holdings Corp)
Performance of Obligations of Seller. Seller shall have performed and complied with, in all material respects respects, all covenants, agreements and obligations required to be performed by it under this Agreement on at or prior to the Closing, including the delivery of the Closing Date, and Documentation listed in Section 4.2 which are to be delivered by or on behalf of Seller. Buyer shall have received a certificate to such effect signed on behalf of Seller by an executive officer or other authorized representative of Seller to such effectSeller.
Appears in 1 contract
Samples: Asset Purchase Agreement (Nevada Gold & Casinos Inc)
Performance of Obligations of Seller. 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 an executive officer of 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. Seller shall have performed in all material respects all obligations required to be performed by it under this Agreement on at or prior to the Closing Date, and Buyer shall have received receive at Closing a certificate signed on behalf of Seller by an executive authorized officer of Seller to such effect.
Appears in 1 contract
Performance of Obligations of Seller. Seller shall ------------------------------------ have performed in all material respects all 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 on behalf of Seller by an executive authorized officer of Seller to such effect.
Appears in 1 contract
