Common use of Performance of Obligations of the Sellers Clause in Contracts

Performance of Obligations of the Sellers. The Sellers shall have performed in all material respects all obligations required to be performed by them under this Agreement at or before the Effective Time, and Purchaser shall have received a certificate, dated the Closing Date, signed by the chief executive officer and chief financial officer of Non-US HoldCo to that effect.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Capital One Financial Corp)

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Performance of Obligations of the Sellers. The Each of the Sellers shall have performed or complied in all material respects with all obligations and covenants required to be have been performed or complied with by them it under this Agreement and the other Transaction Agreements at or before prior to the Effective Time, and Purchaser Closing Date. Buyer shall have received a certificate, dated certificates signed on behalf of each of the Closing Date, signed Sellers by the chief an executive officer and chief financial officer of Non-US HoldCo to that such effect.

Appears in 1 contract

Samples: Purchase Agreement (Magellan Health Services Inc)

Performance of Obligations of the Sellers. The Sellers 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 them under this Agreement at or before the Effective TimeSellers by the time of the Closing, and Purchaser the Purchasers shall have received a certificate, dated the Closing Date, certificate signed by the chief executive officer and chief financial an authorized officer of Non-US HoldCo OM Group to that such effect.

Appears in 1 contract

Samples: Purchase Agreement (KMG Chemicals Inc)

Performance of Obligations of the Sellers. The Sellers and the Company shall have performed in all material respects all the obligations required to be performed by them under this Agreement in all material respects at or before prior to the Effective TimeClosing, and Purchaser Buyer shall have received received, prior to the Closing, a certificate, dated the Closing Date, signed by each of the chief executive officer Sellers and chief financial officer of Non-US HoldCo the Company to that such effect.

Appears in 1 contract

Samples: Merger Agreement (Terex Corp)

Performance of Obligations of the Sellers. The Sellers shall will have performed in all material respects all obligations agreements and covenants required to be performed by them under this Agreement at prior to or before the Effective Time, and Purchaser shall have received a certificate, dated on the Closing Date, signed by Date except as a result of actions taken or not taken at the chief executive officer direction of or after consultation with and chief financial officer written concurrence of Non-US HoldCo to that effectthe Buyer.

Appears in 1 contract

Samples: Stock Purchase Agreement (Micronetics Inc)

Performance of Obligations of the Sellers. The Each of the Sellers and Executive shall have performed in all material respects all obligations required to be performed by them under this Agreement at or before prior to the Effective TimeClosing Date, and Purchaser Buyer shall have received a certificate, dated the Closing Date, certificate signed by the chief executive officer and chief financial officer of Non-US HoldCo Executive to that such effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Refac)

Performance of Obligations of the Sellers. The Sellers shall have performed in all material respects all obligations required to be performed by them under this Agreement at or before the Effective TimeClosing Date, and Purchaser shall have received a certificate, dated the Closing Date, signed by the chief an executive officer of Parent and chief financial officer of Non-US HoldCo to that effect.

Appears in 1 contract

Samples: Share Purchase Agreement (Bank of Nova Scotia /)

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Performance of Obligations of the Sellers. The Sellers shall have performed in and observed all material respects all agreements, covenants and obligations required to be performed by them under this Agreement at on or before prior to the Effective TimeClosing Date, and Purchaser shall have received a certificate, dated the Closing Date, Certificate signed by the chief executive officer and chief financial officer of Non-US HoldCo Sellers to that effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Atlantic Premium Brands LTD)

Performance of Obligations of the Sellers. The Parent, the Company and the Sellers each shall have performed and complied in all material respects with all agreements and obligations required and satisfied all conditions to be performed performed, complied with and satisfied by them it under this Agreement prior to or at or before the Effective Time, Closing and Purchaser Buyer shall have received a certificatecertificates, dated as of the Closing Date, signed executed by the chief executive officer and chief financial an authorized officer of Non-US HoldCo the Parent, the Company and by each Seller, to that such respective effect.

Appears in 1 contract

Samples: Share Purchase Agreement (Westinghouse Air Brake Technologies Corp)

Performance of Obligations of the Sellers. The Sellers shall have performed in all material respects all obligations required to be performed by them under this Agreement at or before prior to the Effective Time, and Purchaser shall have received a certificate, dated the Closing Date, signed by the chief executive officer and chief financial officer of Non-US HoldCo to that effectClosing.

Appears in 1 contract

Samples: Agreement for the Sale and Purchase of Real Estate (Pinnacle Entertainment Inc)

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