Performance of the Obligations of Seller. Seller shall have performed all obligations required under this Agreement to be performed by it on or before the Closing Date, other than failures of performance (i) that do not result in a Material Adverse Effect or (ii) under those obligations of Seller set forth in Section 6.2(d), and Buyer shall have received a certificate, dated as of the Closing Date and signed by a duly authorized officer of Seller, solely in such capacity on behalf of Seller, to that effect.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Clarus Corp), Asset Purchase Agreement (Sturm Ruger & Co Inc)
Performance of the Obligations of Seller. Seller shall have performed all obligations required under this Agreement to be performed by it on or before the Closing Date, other than failures of performance (i) that do not result in a Material Adverse Effect or (ii) under those obligations of Seller set forth in Section 6.2(d6.2(c), and Buyer shall have received a certificate, dated as of the Closing Date and signed by a duly authorized officer of Seller, solely in such capacity on behalf of Seller, to that effect.
Appears in 1 contract
Samples: Asset Purchase Agreement
Performance of the Obligations of Seller. Seller shall have performed in all respects all obligations required under this Agreement to be performed by it them on or before the Closing Date, other than except for such failures of performance (i) that to perform do not result in constitute a Material Adverse Effect or (ii) under those obligations of Seller set forth in Section 6.2(d), and Buyer shall have received a certificate, dated as of the Closing Date and signed by a duly authorized officer of Seller, solely in such capacity on behalf of Seller, to that effectEffect.
Appears in 1 contract
Samples: Asset Purchase Agreement
Performance of the Obligations of Seller. Seller shall have performed in all material respects all obligations required under this Agreement to be performed by it on or before the Closing Date, other than failures of performance (i) that do not result in a Material Adverse Effect or (ii) under those obligations of Seller set forth in Section 6.2(d), and Buyer shall have received a certificate, certificate to that effect dated as of the Closing Date and signed by a duly authorized an officer of Seller, solely in such capacity on behalf of Seller, to that effect.
Appears in 1 contract
Performance of the Obligations of Seller. Seller shall have performed in all material respects all obligations required under this Agreement to be performed by it on or before the Closing Date, other than failures of performance (i) that do not result in a Material Adverse Effect or (ii) under those obligations of Seller set forth in Section 6.2(d), and Buyer shall have has received on the Closing Date a certificate, certificate in the form attached hereto as Exhibit B-11 dated as of the Closing Date and signed by a duly authorized officer signatory of Seller, solely in such capacity on behalf of Seller, Seller to that effect.
Appears in 1 contract
Samples: Asset Purchase Agreement (Magellan Midstream Partners Lp)
Performance of the Obligations of Seller. Seller shall have performed in all material respects all obligations required under this Agreement to be performed by it on or before the Closing Date, other than failures of performance (i) that do not result in a Material Adverse Effect or (ii) under those obligations of Seller set forth in Section 6.2(d), and Buyer shall have received a certificate, certificate to that effect dated as of the Closing Date and signed by a duly authorized an officer of Seller, solely in such capacity on behalf of Seller, to that effect.
Appears in 1 contract
Samples: Agreement of Purchase and Sale (Colony Capital, Inc.)
Performance of the Obligations of Seller. Seller shall must have performed in all material respects all obligations required under this Agreement to be performed by it Seller on or before the Closing Date, other than failures of performance (i) that do not result in a Material Adverse Effect or (ii) under those obligations of Seller set forth in Section 6.2(d), and Buyer shall must have received a certificate, certificate to that effect from Seller dated as of the Closing Date and signed by a duly authorized officer of Seller, solely in such capacity on behalf of Seller, to that effectDate.
Appears in 1 contract
Performance of the Obligations of Seller. Seller shall have performed in all material respects all obligations required under this Agreement to be performed by it Seller on or before the Closing Date, other than failures of performance (i) that do not result in a Material Adverse Effect or (ii) under those obligations of Seller set forth in Section 6.2(d), and Buyer Purchaser shall have received a certificate, certificate dated as of the Closing Date and signed by a duly authorized officer of Seller, solely in such capacity on behalf of Seller, Seller to that effect.
Appears in 1 contract
Samples: Asset Purchase Agreement (Powersecure International, Inc.)
Performance of the Obligations of Seller. Seller shall have performed performed, complied with or fulfilled in all material respects all covenants, agreements and obligations required under by this Agreement and each of the Related Agreements to which it is a party to be performed performed, complied with or fulfilled by it Seller on or before prior to the Closing Date, other than failures and each of performance (i) that do not result in a Material Adverse Effect or (ii) under those obligations the Indenture Trustee, the Owner Trustee on behalf of Seller set forth in Section 6.2(d)the Trust, the Series Administrator and Buyer the Note Purchaser shall have received a certificate, certificate to that effect from Seller dated as of the Closing Date and signed by a duly authorized officer of Seller, solely in such capacity on behalf of Seller, to that effectDate.
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Performance of the Obligations of Seller. Seller shall have performed in all respects all obligations required under this Agreement to be performed by it them on or before the Closing Date, other than except for such failures of performance (i) to perform that do not result in constitute a Material Adverse Effect or (ii) under those obligations of Seller set forth in Section 6.2(d)Effect, and Buyer shall have received a certificate, certificate dated as of the Closing Date and signed by the President or a duly authorized officer Vice President of Seller, solely in such capacity on behalf of Seller, Seller to that effect.
Appears in 1 contract
Performance of the Obligations of Seller. Seller shall have performed all obligations required under this Agreement to be performed by it on or before the Closing Date, other than failures of performance (i) that do not result in a Material Adverse Effect or (ii) under those obligations of Seller set forth in Section 6.2(d)Effect, and Buyer shall have received a certificate, dated as of the Closing Date and signed by a duly authorized officer of Seller, solely in such capacity on behalf of Seller, to that effect.
Appears in 1 contract
Samples: Asset Purchase Agreement