Performance of Obligations of the Buyer. The Buyer 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 Seller shall have received a certificate signed by the Chief Executive Officer or President and the Chief Financial Officer to such effect; provided that Sections 5.3 and 6.10 shall not be deemed breached unless such breach was willful and material.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Digitas Inc), Agreement and Plan of Merger (Modem Media Inc)
Performance of Obligations of the Buyer. The Buyer shall have performed in all material respects all obligations agreements and covenants required to be performed by it under this Agreement at or prior to the Closing DateClosing, and the Seller and the Company shall have received a certificate signed by the Chief Executive Officer or President chief executive officer and the Chief Financial Officer chief financial officer of the Buyer to such effect; provided that Sections 5.3 and 6.10 shall not be deemed breached unless such breach was willful and material.
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (Avid Technology Inc)
Performance of Obligations of the Buyer. The Buyer 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 Seller shall have received a certificate signed on behalf of the Buyer by the Chief Executive Officer Chairman or President and the Chief Financial Officer to such effect; provided that Sections 5.3 and 6.10 shall not be deemed breached unless such breach was willful and material.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Thistle Group Holdings Co)
