Common use of Vendor’s Conditions Clause in Contracts

Vendor’s Conditions. The Vendor shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 has been satisfied, it being understood that the said conditions are included for the exclusive benefit of the Vendor. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 are fulfilled at or before the Closing Time.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Mastech Digital, Inc.), Asset Purchase Agreement (Mastech Digital, Inc.)

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Vendor’s Conditions. The Vendor shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 5.3 has been satisfied, it being understood that the said conditions in Sections 5.3(1) and 5.3(2) are included for the exclusive benefit of the Vendor. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 5.3 are fulfilled at or before the Closing Time.

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement

Vendor’s Conditions. The Vendor Vendors shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 5.3 has been satisfied, it being understood that the said conditions are included for the exclusive benefit of the VendorVendors. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 5.3 are fulfilled at or before the Closing Time.

Appears in 2 contracts

Samples: Share and Unit Purchase Agreement (Viad Corp), Asset Purchase Agreement (Sand Technology Inc)

Vendor’s Conditions. The Vendor shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 5.3 has been satisfiedsatisfied (or, where permitted by Applicable Law, waived by the Vendor), it being understood that the said conditions are included for the exclusive benefit of the Vendor. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 5.3 are fulfilled at or before the Closing Time.

Appears in 2 contracts

Samples: Share Purchase Agreement (Novagold Resources Inc), Share Purchase Agreement (Novagold Resources Inc)

Vendor’s Conditions. The Vendor Vendors shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 3.7 has been satisfied, it being understood that the said conditions are included for the exclusive benefit of the Vendor. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 3.7 are fulfilled at or before the Closing Time.

Appears in 1 contract

Samples: Share Purchase Agreement (DealerTrack Holdings, Inc.)

Vendor’s Conditions. The Vendor shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 has been satisfied, it being understood that the said conditions are included for the exclusive benefit of the Vendor. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 9.3 are fulfilled at or before the Closing Time.

Appears in 1 contract

Samples: Share Purchase Agreement (Vedanta Resources PLC)

Vendor’s Conditions. The Vendor shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 has been satisfied, it being understood that the said conditions are included for the exclusive benefit of the Vendor. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 are fulfilled at or before the Closing Time. 2 Blue to confirm whether any fees for prior years are outstanding.

Appears in 1 contract

Samples: Share Purchase Agreement (Intrawest Resorts Holdings, Inc.)

Vendor’s Conditions. The Vendor Vendors shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 6.3 has been satisfied, it being understood that the said conditions are included for the exclusive benefit of the VendorVendors. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 6.3 are fulfilled at or before the Closing Time.

Appears in 1 contract

Samples: Share Purchase Agreement

Vendor’s Conditions. The Vendor shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 3.6 has been satisfied, it being understood that the said conditions are included for the exclusive benefit of the Vendor and may be waived by the Vendor, in its sole discretion, acting reasonably. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s 's control as may be necessary to ensure that the conditions listed below in this Section 3.4 3.6 are fulfilled at or before the Closing Time.

Appears in 1 contract

Samples: Share Purchase Agreement (Fury Gold Mines LTD)

Vendor’s Conditions. The Vendor shall not be obligated obliged to complete the transactions contemplated by this Agreement unless, unless at or before the Closing Time, each of the following conditions listed below in this Section 3.4 has have been satisfied, it being understood that the said following conditions are included for the exclusive benefit of the Vendor. The Vendor and may be waived, in whole or in part, in writing by the Vendor at any time; and the Purchaser shall agrees with the Vendor to take all such actions, steps and proceedings as are reasonably within the Purchaser’s 's reasonable control as may be necessary to ensure that the following conditions listed below in this Section 3.4 are fulfilled at or before the Closing Time.:

Appears in 1 contract

Samples: Asset Purchase Agreement (Si Diamond Technology Inc)

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Vendor’s Conditions. The Vendor shall not be obligated to complete the transactions contemplated by this Agreement Transaction unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 has been satisfied, it being understood that the said conditions are included for the exclusive benefit of the Vendor. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 are fulfilled at or before the Closing Time.

Appears in 1 contract

Samples: Asset Purchase Agreement (Arras Minerals Corp.)

Vendor’s Conditions. The Vendor shall not be obligated obliged to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the following conditions listed below in this Section 3.4 has been satisfied, it being understood that the said following conditions are included for the exclusive benefit of the Vendor. The , and may be waived, in whole or in part, in writing by the Vendor at any time; and the Purchaser shall agrees with the Vendor to take all such actions, steps and proceedings as are reasonably within the Purchaser’s 's reasonable control as may be necessary to ensure that the following conditions listed below in this Section 3.4 are fulfilled at or before the Closing Time.:

Appears in 1 contract

Samples: Asset Purchase Agreement (Archibald Candy Corp)

Vendor’s Conditions. The Vendor shall not be obligated obliged to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 4.3 has been satisfied, it being understood that the said following conditions are included for the exclusive benefit of the Vendor. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 4.3 are fulfilled at or before the Closing Time.:

Appears in 1 contract

Samples: Share Purchase Agreement (Capital Markets Technologies, Inc.)

Vendor’s Conditions. The Vendor shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 5.3 has been satisfied, it being understood that the said conditions are included for the exclusive benefit of the Vendor. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s Purchaser control as may be necessary to ensure that the conditions listed below in this Section 3.4 5.3 are fulfilled at or before the Closing Time.

Appears in 1 contract

Samples: Share Purchase Agreement

Vendor’s Conditions. The Vendor shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing Time, each of the conditions listed below in this Section 3.4 4.4 has been satisfied, it being understood that the said conditions are included for the exclusive benefit of the Vendor. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 4.4 are fulfilled at or before the Closing Time.

Appears in 1 contract

Samples: Asset Purchase Agreement

Vendor’s Conditions. The Vendor Vendors shall not be obligated to complete the transactions contemplated by this Agreement unless, at or before the Closing TimeClosing, each of the conditions listed below in this Section 3.4 7.6 has been satisfied, it being understood that the said conditions in Sections 7.6(a) and 7.6(b) are included for the exclusive benefit of the VendorVendors. The Purchaser shall take all such actions, steps and proceedings as are reasonably within the Purchaser’s control as may be necessary to ensure that the conditions listed below in this Section 3.4 7.6 are fulfilled at or before the Closing TimeClosing.

Appears in 1 contract

Samples: Share Purchase Agreement (OUTFRONT Media Inc.)

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