Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 23 contracts
Samples: Agreement and Plan of Merger (Memorial Resource Development Corp.), Agreement and Plan of Merger (Diamondback Energy, Inc.), Agreement and Plan of Merger (Bonanza Creek Energy, Inc.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (CYS Investments, Inc.), Agreement and Plan of Merger (Ready Capital Corp), Agreement and Plan of Merger (Anworth Mortgage Asset Corp)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are also subject to the satisfaction or waiver by Parent at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Ch Energy Group Inc), Agreement and Plan of Merger (UNS Energy Corp), Agreement and Plan of Merger (Central Vermont Public Service Corp)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived in writing exclusively by Parent, in whole or in partParent (on its own behalf and on behalf of Merger Sub), to the extent permitted by applicable Law:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Zoom Telephonics, Inc.), Merger Agreement (TPCO Holding Corp.), Merger Agreement (TPCO Holding Corp.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived exclusively by ParentParent or Merger Sub, as applicable, in whole or in part, to the extent permitted by applicable Law:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Evofem Biosciences, Inc.), Agreement and Plan of Merger (Great Ajax Corp.), Agreement and Plan of Merger (Ellington Financial Inc.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction at on or prior to the Effective Time Closing Date of each of the following additional conditions, any or all of which may be waived waived, in writing, exclusively by Parent, in whole or in part, to the extent permitted by applicable LawParent and Merger Sub:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Teradyne, Inc), Agreement and Plan of Merger (Pacific Ethanol, Inc.), Agreement and Plan of Merger (Eagle Test Systems, Inc.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated hereby are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any one or all more of which may be waived exclusively in writing by Parent, Parent in whole or in part, to the extent permitted by applicable Law:accordance with Section 8.5.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Hecla Mining Co/De/), Agreement and Plan of Merger (Hecla Mining Co/De/), Agreement and Plan of Merger (Mines Management Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate the Merger are transactions contemplated by this Agreement is subject to the satisfaction at fulfillment, on or prior to the Effective Time Closing Date, of each of the following conditions, conditions (any or all of which may be waived exclusively by Parent, Parent and Merger Sub in whole or in part, to the extent permitted by applicable Law:part in their sole discretion):
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Great Atlantic & Pacific Tea Co Inc), Agreement and Plan of Merger (Pathmark Stores Inc), Agreement and Plan of Merger (Thompson Anthony W)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are further subject to the satisfaction or (to the extent permitted by Law) waiver at or prior to the Effective Time Closing of each of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Sparton Corp), Agreement and Plan of Merger (Sparton Corp), Agreement and Plan of Merger (Scana Corp)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived in writing exclusively by Parent, in whole or in partParent and Merger Sub, to the extent permitted by applicable Law:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Vonage Holdings Corp), Agreement and Plan of Merger (Vonage Holdings Corp), Agreement and Plan of Merger (Ellie Mae Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Lawlaw:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Huntsman CORP), Agreement and Plan of Merger (Lyondell Chemical Co), Agreement and Plan of Merger (Huntsman International LLC)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction (or waiver by Parent or Merger Sub) at or prior to the Effective Time Closing of each of the following additional conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (BTP Acquisition Company, LLC), Agreement and Plan of Merger (Image Entertainment Inc), Agreement and Plan of Merger (BTP Acquisition Company, LLC)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following additional conditions, any or and all of which may be waived exclusively by Parent, in whole or in part, part by Parent and Merger Sub to the extent permitted by applicable Law:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Taylor Morrison Home Corp), Agreement and Plan of Merger (William Lyon Homes), Agreement and Plan of Merger (AV Homes, Inc.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate and effect this Agreement and the Merger are and other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived waived, in writing, exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (California Culinary Academy Inc), Agreement and Plan of Merger (Career Education Corp), Agreement and Plan of Merger (Career Education Corp)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of each of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to fulfillment, on the Effective Time Closing Date, of each of the following conditions, conditions (any or all of which may be waived exclusively by Parent, Parent in whole or in part, to the extent permitted by applicable Law:part in its sole discretion):
Appears in 3 contracts
Samples: Agreement and Plan of Merger (DJO Finance LLC), Agreement and Plan of Merger (IHS Markit Ltd.), Agreement and Plan of Merger (Colfax CORP)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated hereby are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any one or all more of which may be waived exclusively in writing by Parent, Parent in whole or in part, to the extent permitted by applicable Law:accordance with Section 8.6.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Guitar Center Inc), Agreement and Plan of Merger (LKQ Corp), Agreement and Plan of Merger (Keystone Automotive Industries Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated herein are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parentwaived, in whole or in part, by Parent to the extent permitted by applicable Law:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Research Pharmaceutical Services, Inc.), Agreement and Plan of Merger (Research Pharmaceutical Services, Inc.), Agreement and Plan of Merger (Research Pharmaceutical Services, Inc.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by ParentParent and Merger Sub, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sunpharm Corporation), Agreement and Plan of Merger (Geltex Pharmaceuticals Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are also subject to the satisfaction or waiver by Parent at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pernix Therapeutics Holdings, Inc.), Agreement and Plan of Merger (Somaxon Pharmaceuticals, Inc.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction at on or prior to the Effective Time Closing Date of each of the following additional conditions, any or all of which may be waived waived, in writing, exclusively by Parent, in whole Parent or in part, to the extent permitted by applicable LawMerger Sub:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Encore Medical, L.P.), Agreement and Plan of Merger (Encore Medical Corp)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are also subject to the satisfaction satisfaction, or waiver by Parent, at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Medistem Inc.), Agreement and Plan of Merger (Intrexon Corp)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or of each of the following conditions prior to the Effective Time of the following conditionsTime, any or all of which may be waived in writing exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hanover Compressor Co /), Agreement and Plan of Merger (Oec Compression Corp)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated herein are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parentwaived, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Integrated Circuit Systems Inc), Agreement and Plan of Merger (Integrated Device Technology Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated herein are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by ParentTarget, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (TBX Resources Inc), Escrow Agreement (Tri-Isthmus Group, Inc.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate the Merger are and the other transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived exclusively by Parentwaived, in whole or in partwriting, to the extent permitted by applicable LawParent and Merger Sub:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Knot Inc), Agreement and Plan of Merger (Getty Images Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate and effect the Merger are shall be subject to the satisfaction at or prior to the Effective Time Closing Date of each of the following conditions, any or all of which may be waived waived, in writing, exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sun Healthcare Group Inc), Agreement and Plan of Merger (Digital Insight Corp)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parentwaived, in whole or in part, to the extent permitted by Section 7.4 and applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Scpie Holdings Inc), Agreement and Plan of Merger (American Physicians Capital Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived waived, in writing, exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (National Oilwell Varco Inc), Agreement and Plan of Merger (Grant Prideco Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated herein are also subject to the satisfaction at (unless waived by Parent or Merger Sub) on or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Nicor Inc), Agreement and Plan of Merger (Agl Resources Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction at or prior to the Effective Time Closing of each of the following additional conditions, any or all of which may be waived waived, in writing, exclusively by Parent, in whole or in part, to the extent permitted by applicable LawParent and Merger Sub:
Appears in 2 contracts
Samples: Agreement of Merger (Catalina Marketing Corp/De), Agreement and Plan of Merger (Ardea Biosciences, Inc./De)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated herein are also subject to the satisfaction satisfaction, at or prior to the Effective Time Time, of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Clubcorp Inc), Agreement and Plan of Merger (Insituform Technologies Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction of, or waiver by Parent, at or prior to the Effective Time Closing of the following additional conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Aquarion Co), Asset Purchase Agreement (American Water Works Co Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditionsconditions as of the Effective Time, any or all of which may be waived in writing exclusively by Parent, in whole or in part, to the extent permitted by applicable LawParent and Merger Sub:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Electro Rent Corp), Agreement and Plan of Merger (Electro Rent Corp)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted part in writing by applicable Law:Parent (acting alone):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Medical Action Industries Inc), Agreement and Plan of Merger (Owens & Minor Inc/Va/)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate and effect the Merger are shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived exclusively waived, in writing, by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are and the transactions contemplated to occur thereafter by this Agreement shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived exclusively by Parentwaived, in whole or in partwriting, to the extent permitted by applicable LawParent and Merger Sub:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are and the other transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived exclusively by Parentwaived, in whole or in partwriting, to the extent permitted by applicable LawParent and Merger Sub:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction of, or waiver in writing by Parent, at or prior to the Effective Time Closing of the following additional conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Asset Purchase Agreement (Biw LTD)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are also subject to the satisfaction or waiver by Parent at or prior to the Effective Time of each of the following additional conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived in writing exclusively by Parent, in whole or in partParent (on its own behalf and on behalf of Xxxxxx Sub), to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (ReWalk Robotics Ltd.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate and effect the Merger are shall be subject to the satisfaction at or prior to the Effective Time Closing Date of each of the following conditions, any or all of which may be waived waived, in writing, exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate effect the Merger are is subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived in writing exclusively by Parent, in whole or in part, to the extent permitted by applicable LawParent and Merger Sub:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and other Transactions are also subject to satisfaction as of the satisfaction at or prior to the Effective Time Closing of the following conditions, any one or all more of which may be waived exclusively in writing by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are further subject to the satisfaction of the following conditions, any one or more of which may be waived by Parent and Merger Sub at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable LawTime:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate and effect this Agreement and the Merger are transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived waived, in writing, exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The respective obligations of Parent and Merger Sub to consummate the Merger are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any one or all more of which may be waived exclusively by Parent, in whole or in part, (to the extent permitted by applicable Law:) in writing by Parent.
Appears in 1 contract
Samples: Agreement and Plan of Merger (EnergySolutions, Inc.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are also subject to the satisfaction (or, to the extent legally permissible, waiver) of the following conditions at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable LawTime:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived in writing exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cellu Tissue Holdings, Inc.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived waived, in writing, exclusively by Parent, in whole or in part, to the extent permitted by applicable LawParent and Merger Sub:
Appears in 1 contract
Samples: Acquisition Agreement (Amn Healthcare Services Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction at or prior to the Effective Time Closing of the following conditions, conditions (any or all of which may be waived exclusively in writing by ParentParent or Merger Sub, as applicable, with respect only to itself, in whole or in part, to the extent permitted by applicable Law:):
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, waiver (to the extent permitted by applicable Law) at or prior to the Closing of the following conditions:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate the Merger are and the other transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law, in writing, by Parent and Merger Sub:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate and effect the Merger are and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted permissible by applicable LawLegal Requirements, in writing, by Parent and Merger Sub:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any or and all of which may be waived exclusively (to the extent permitted by law) in writing by Parent, in whole or in part, to the extent permitted by the applicable Lawlaw:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate this Agreement (including the Merger completion of the Merger) are also subject to the satisfaction (or written waiver) at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated in this Agreement are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parentin writing, in whole or in part, by Parent and Merger Sub to the extent permitted by applicable Law:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated herein are also subject to the satisfaction satisfaction, at or prior to the Effective Time Time, of the following conditions, any or all of which may be waived exclusively by Parentwaived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are transactions contemplated hereby (including the Merger) shall be subject to the satisfaction or fulfillment, at or prior to the Effective Time Closing, of each of the following conditions, additional conditions (any or all of which may be waived exclusively by Parentwaived, in whole or in part, to the extent permitted exclusively by applicable Law:Parent in its sole and absolute discretion):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Sirenza Microdevices Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are further subject to the satisfaction at or prior to the Effective Time of the following conditions, any one or all more of which may be waived exclusively by Parent, in whole Parent and Merger Sub at or in part, prior to the extent permitted by applicable LawClosing:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger Closing are further subject to the satisfaction at on or prior to the Effective Time Closing of the following conditions, conditions (any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Washington Gas Light Co)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated in this Merger Agreement are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Sra International Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are further subject to the satisfaction at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Energy XXI Gulf Coast, Inc.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived in writing exclusively by Parent, in whole or in partParent (on its own behalf and on behalf of Merger Sub), to the extent permitted by applicable Law:.
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated in this Agreement are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parentwaived, in whole or in part, by Parent and Merger Sub to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Network Communications, Inc.)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted part exclusively by applicable LawParent:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are and the transactions contemplated by this Agreement shall be subject to the satisfaction at or prior to the Effective Time Closing Date of each of the following conditions, any or all of which may be waived waived, in writing, exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the Merger Contemplated Transactions are subject to the satisfaction (or waiver by Parent), at or prior to the Effective Time Closing, of each of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are shall be subject to the satisfaction at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Image Entertainment Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parentwaived, in whole or in part, to the extent permitted by Section 8.17 and applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fpic Insurance Group Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or prior to fulfillment, on the Effective Time Closing Date, of each of the following conditions, conditions (any or all of which may be waived exclusively by Parent, Parent in whole or in part, to the extent permitted by applicable Law:part in its sole discretion):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Berry Plastics Group Inc)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger are subject to the satisfaction of each of the following conditions at or prior to the Effective Time of the following conditionsTime, any or all of which may be waived in writing exclusively by Parent, in whole or in part, to the extent permitted by applicable LawParent and Merger Sub:
Appears in 1 contract
Samples: Agreement and Plan of Merger (National Technical Systems Inc /Ca/)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations of Parent and Merger Sub to consummate effect the Merger and the other transactions contemplated in this Agreement are also subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Iec Electronics Corp)
Additional Conditions to Obligations of Parent and Merger Sub. The obligations obligation of Parent and Merger Sub to consummate and effect the Merger are will be subject to the satisfaction at or prior to the Effective Time Closing Date of each of the following conditions, any or all of which may be waived waived, in writing, exclusively by Parent, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
