Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects. (b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 must have been performed and complied with in all respects.
Appears in 2 contracts
Samples: Stock Purchase Agreement (James River Coal CO), Stock Purchase Agreement (Wireless Ronin Technologies Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers the Sellers, or any of them, are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these such covenants and obligations (considered individually), must shall have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must 2.6(a) shall have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 must have been performed and complied with in all respects.
Appears in 2 contracts
Samples: Purchase Agreement (Atlas Industries Holdings LLC), Purchase Agreement (Atlas Industries Holdings LLC)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 6.4 and 5.8 6.8 must have been performed and complied with in all respects.
Appears in 2 contracts
Samples: Stock Purchase Agreement (American Resources & Development Co), Stock Purchase Agreement (American Resources & Development Co)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these the covenants and obligations (considered individually), must have been duly fully performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 Section 5 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these such covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 this Agreement must have been performed and complied with in all respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (Integrated Communication Networks Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing Date (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 SECTION 1.4(A) must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 SECTIONS 4.6 AND 4.9 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.2 and 5.8 5.3 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), ) and each of these covenants and obligations (considered individually), must ) shall have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to this Section 2.4 must 4 shall have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers and Shareholders are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document Sellers and the Shareholders must have delivered each of the documents required to be delivered by them pursuant to Section 2.4 must have been delivered23(a), and each of the other covenants and obligations in Sections 5.410.2 and 10.3, 5.6 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) 7.2.1. All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) 7.2.2. Each document required to be delivered pursuant to Section 2.4 2.3 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.4 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Samples: Acquisition Agreement (Carnegie International Corp)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document . Sellers must have delivered each of the documents required to be delivered by Sellers pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 must have been performed and complied with in all respects1.5.1.
Appears in 1 contract
Samples: Stock Purchase Agreement (Venturi Technologies Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document certificate required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.4 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (Commercial National Financial Corp /Pa)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 2.5 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 Article V must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are Company is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.4 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivereddelivered (including the Employment Agreements), and each of the other covenants and obligations in Sections 5.4, 5.6 5.4 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (Kimberton Enterprises Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.. 37
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.4 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing Date (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 SECTION 1.4(a) must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 SECTIONS 4.6 AND 4.9 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section Sections 2.4 and 3.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.7, 5.8, 5.9, 5.10 and 5.8 5.11 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 2.5 must have been delivered, delivered and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 Article 5 must have been performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that the Company and/or Sellers (including Sellers’ Representative) are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 8.6 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (Curative Health Services Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section Sections 2.4 through 2.7 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.4 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) with. Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) A. All of the covenants and obligations that Sellers are Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) B. Each document required to be delivered pursuant to Section 2.4 2.5 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.1 and 5.8 5.3 must have been performed and complied with in all respects.
Appears in 1 contract
Samples: Member's Interest Purchase Agreement (Pan Pacific Retail Properties Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing Date (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 SECTION 1.9 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 SECTIONS 4.6 AND 4.9 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 2.5 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 5.4 must have been performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (Home Products International Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.4 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) . Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (South Financial Group Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (ai) All of the covenants and obligations that the Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
. (bii) Each document required to be delivered pursuant to Section 2.4 1.6 hereof must have been delivered, and each of the other covenants and obligations in Sections 5.44.4, 5.6 4.6, 4.7, 4.8, and 5.8 4.10 hereof must have been performed and complied with in all respects.
Appears in 1 contract
Samples: Stock and Real Estate Purchase Agreement (American Locker Group Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section Paragraph 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 Paragraphs 5.4 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 Section 5.4 and 5.8 Section 5.10 must have been performed and complied with in all respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (Maverick Tube Corporation)
Seller’s Performance. (a) All of the covenants and obligations that Sellers Sellers, the Holding Corporation, and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 Section 5.4 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers or the Acquired Companies are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 Section 8 must have been performed and complied with in all respects.
Appears in 1 contract
Samples: Stock and Partnership Interest Purchase Agreement (Ambi Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered by or on behalf of the Sellers pursuant to this Agreement (including without limitation, each of the deliveries described in Section 2.4 (a) of this Agreement) must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered by Sellers pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing or at or prior to the FCC Approval Date (considered collectively), ) and each of these covenants and obligations (considered individually), ) must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.2 and 5.8 5.5 must have been performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) a. All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) b. Each document required to be delivered pursuant to Section 2.4 2.7 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 Section 5.4 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Samples: Acquisition Agreement (Carnegie International Corp)
Seller’s Performance. (a) 6.3.1 All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively)Closing, individually and each of these covenants and obligations (considered individually)in the Aggregate, must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 must have been fully performed and complied with in all respects.
6.3.2 Each document, agreement, instrument or certificate required to be executed and/or delivered by Sellers shall have been duly executed and/or delivered, as applicable.
Appears in 1 contract
Samples: Stock Purchase Agreement (American Physicians Capital Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
. (b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.4 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 2.3 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 Section 4 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are each Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 1.3 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 Section 4 must have been performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) 7.2.1. All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) 7.2.2. Each document required to be delivered by Sellers pursuant to Section 2.4 2.5 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 Section 5 must have been performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section Sections 2.4 and 7.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 5.4 and 5.8 must have been performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (Edo Corp)
Seller’s Performance. (a) All Except as set forth in ss.7.2(b) below, all of the covenants and obligations that Sellers and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
(b) Each document required to be delivered pursuant to Section 2.4 ss.2.4
(a) must have been delivered, and each of the other covenants and obligations in Sections 5.4, 5.6 and 5.8 ss.5.4 must have been performed and complied with in all respects.
Appears in 1 contract