Common use of Additional Conditions to Obligations of Seller Clause in Contracts

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate the Transactions shall also be subject to the satisfaction or waiver (where permissible), on or prior to the Closing Date, of each of the following conditions:

Appears in 12 contracts

Samples: Intellectual Property Purchase Agreement (Clone Algo Inc.), Asset Purchase Agreement (dELiAs, Inc.), Intellectual Property Purchase Agreement (Odyssey Group International, Inc.)

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Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate and effect the Transactions transactions contemplated hereby shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each of the following conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 9 contracts

Samples: Asset Purchase Agreement (Sirenza Microdevices Inc), Asset Purchase Agreement (Occam Networks Inc/De), Acquisition Agreement (Adc Telecommunications Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate and effect this Agreement and the Transactions transactions contemplated hereby shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, Date of each of the following conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 8 contracts

Samples: Asset Purchase Agreement (Photogen Technologies Inc), Asset Purchase Agreement (Asa International LTD), Stock Acquisition Agreement (Probusiness Services Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate effect the Transactions shall also be Closing are subject to the satisfaction or waiver (where permissible), of each of the following conditions on or prior to the Closing Date, any of each of the following conditionswhich may be waived in whole or in part in writing exclusively by Seller:

Appears in 7 contracts

Samples: Asset Purchase Agreement (Penn National Gaming Inc), Equity Purchase Agreement (Golden Entertainment, Inc.), Purchase Agreement (Ameristar Casinos Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions transactions contemplated hereby shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each of the following conditions:conditions (it being understood that each such condition is solely for the benefit of Seller and may be waived by Seller in writing in its sole discretion without notice, liability or obligation to any Person):

Appears in 7 contracts

Samples: Asset Purchase Agreement (Viggle Inc.), Asset Purchase Agreement (MGT Capital Investments Inc), Asset Purchase Agreement (MGT Capital Investments Inc)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate the Transactions shall also be transactions contemplated by this Agreement is subject to the satisfaction or waiver (where permissible)fulfillment, on or prior to the Closing Date, of each of the following conditions:conditions (any or all of which may be waived by Seller in whole or in part in its sole discretion):

Appears in 4 contracts

Samples: Membership Interest Purchase Agreement (United Maritime Group, LLC), Membership Interest Purchase Agreement (United Maritime Group, LLC), Membership Interest Purchase Agreement (International Shipholding Corp)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate the Transactions transactions contemplated hereby shall also be subject to the satisfaction or waiver (where permissible), on or prior to the Closing Date, of each of the following conditions:

Appears in 4 contracts

Samples: Stock Purchase Agreement (Interval Leisure Group, Inc.), Stock Purchase Agreement (Interval Leisure Group, Inc.), Stock Purchase Agreement (Interval Leisure Group, Inc.)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions transactions contemplated hereby shall also be subject to the satisfaction or waiver (where permissible), on or prior to the Closing Date, of each of the following conditions:

Appears in 4 contracts

Samples: Stock Purchase Agreement (Federal Signal Corp /De/), Stock Purchase Agreement (Performance Food Group Co), Stock Purchase Agreement (Leucadia National Corp)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also be transactions contemplated hereby are subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law, by Seller:

Appears in 3 contracts

Samples: Stock Purchase Agreement (TransDigm Group INC), Stock Purchase Agreement (Armstrong Flooring, Inc.), Stock Purchase Agreement (Syneos Health, Inc.)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate and effect the Transactions transactions contemplated by this Agreement shall also be subject to the satisfaction or waiver (where permissible)fulfillment, on at or prior to the Closing Date, of each of the following conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 3 contracts

Samples: Stock Purchase Agreement (Seagate Technology Malaysia Holding Co Cayman Islands), Stock Purchase Agreement (Veritas Software Corp /De/), Stock Purchase Agreement (Seagate Technology Holdings)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate the Transactions transactions contemplated by this Agreement shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each of the following conditions:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Brand Energy & Infrastructure Services, Inc), Purchase and Sale Agreement (Peregrine Systems Inc), Asset Purchase Agreement (Huron Consulting Group Inc.)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate and effect the Transactions Sale shall also be subject to the satisfaction or waiver (where permissible)fulfillment, on at or prior to the Closing Date, of each of the following conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 3 contracts

Samples: Stock Purchase Agreement (Resonate Blends, Inc.), Stock Purchase Agreement (Resonate Blends, Inc.), Stock Purchase Agreement (Qpagos)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate effect the Transactions transactions contemplated by this Agreement shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each of the following conditions:conditions (any or all of which may be waived in writing by Seller, in whole or in part, to the extent permitted by Applicable Law):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Alkami Technology, Inc.), Asset Purchase Agreement (Alkami Technology, Inc.)

Additional Conditions to Obligations of Seller. The obligation obligations of the Seller to consummate the Transactions shall be performed hereunder are also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each Date of the following conditions, any or all of which may be waived in writing in the sole discretion of the Seller:

Appears in 2 contracts

Samples: Merchant Asset Purchase Agreement (Paymentech Inc), Merchant Asset Purchase Agreement (Paymentech Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller under this Agreement to consummate the Transactions shall also transactions contemplated hereby will be further subject to the satisfaction or waiver (where permissible)satisfaction, on at or prior to the Closing DateClosing, of each all of the following conditions:, any one or more of which may be waived by Seller at its option.

Appears in 2 contracts

Samples: Asset Sale Agreement (Harman International Industries Inc /De/), Asset Sale Agreement (Circuit Research Labs Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions Acquisition and the other transactions contemplated by this Agreement shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each of the following conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Intersections Inc), Stock Purchase Agreement (China Healthcare Acquisition Corp.)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate the Contemplated Transactions by this Agreement shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Medicis Pharmaceutical Corp), Stock Purchase Agreement (Solta Medical Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate and effect this Agreement and the Transactions transactions contemplated hereby shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, Date of each of the following conditions, any of which may be waived, in writing, by Seller:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Neon Systems Inc), Asset Purchase Agreement (Asa International LTD)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate the Transactions shall also be is subject to the satisfaction or waiver (where permissible), on or prior to at the Closing Date, of each Date of the following conditions, any or all of which may be waived exclusively by Seller, in whole or in part, to the extent permitted by applicable Law:

Appears in 2 contracts

Samples: Securities Purchase Agreement (WPX Energy, Inc.), Securities Purchase Agreement (WPX Energy, Inc.)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate the Transactions shall also be subject to the Purchase are further conditioned upon satisfaction (or waiver (where permissible), on by Seller) at or prior to the Closing Date, of each of the following conditionscondition:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Rocket Companies, Inc.), Stock Purchase Agreement (Rocket Companies, Inc.)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate effect the Transactions transactions contemplated by this Agreement shall also be subject to the satisfaction or waiver (where permissible)fulfillment, on at or prior to before the Closing DateClosing, of each of the following conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Nutracea), Asset Purchase Agreement (Vital Living Inc)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate the Transactions shall contemplated by this Agreement is, at the option of Seller, also be subject to the satisfaction or waiver (where permissible), on fulfillment at or prior to the Closing Date, of each Date of the following conditions:

Appears in 2 contracts

Samples: Acquisition Agreement (Systems Evolution Inc), Definitive Acquisition Agreement (Systems Evolution Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions transactions contemplated hereby shall also be subject to the satisfaction fulfillment or waiver (where permissible)satisfaction, on at or prior to the Closing DateClosing, of each of the following conditions:, each of which may be waived, in writing, by Seller (it being understood that such conditions are solely for the benefit of Seller and may be waived in writing by Seller in its sole discretion without notice, liability or obligation to any Person):

Appears in 2 contracts

Samples: Asset Acquisition Agreement (Interwoven Inc), Asset Purchase Agreement (CDC Corp)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate and effect this Agreement and the Transactions transactions contemplated hereby shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, Date of each of the following conditions:, any of which may be waived, in writing, exclusively by Seller.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Rapid Link Inc), Asset Purchase Agreement (Dial Thru International Corp)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also be are subject to the satisfaction (or waiver (where permissible), on or prior to by Seller) of the following additional conditions as of the Closing Date, of each of the following conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Proficient Auto Logistics, Inc), Stock Purchase Agreement (Proficient Auto Logistics, Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions transactions contemplated by this Agreement shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each of the following additional conditions, unless waived in writing by Seller:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Digirad Corp), Asset Purchase Agreement (Icad Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate and effect the Transactions Acquisition shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, Date of each of the following conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 2 contracts

Samples: Stock Purchase Agreement (QualityTech, LP), Asset Purchase Agreement (Courtside Acquisition Corp)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate effect the Transactions shall also be Closing are subject to the satisfaction or waiver (where permissible), on or prior to the Closing Date, of each of the following conditionsconditions on or prior to, and as of, the Closing Date, any of which may be waived in whole or in part in writing exclusively by Seller:

Appears in 2 contracts

Samples: Option Agreement (Isle of Capri Casinos Inc), Asset Purchase Agreement (Isle of Capri Casinos Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also be transactions contemplated by this Agreement are subject to the satisfaction (or waiver (where permissible), on or prior to by Seller) of the following additional conditions as of the Closing Date, of each of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Distribution Solutions Group, Inc.), Asset Purchase Agreement (Friedman Industries Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also be hereunder are subject to the satisfaction or waiver (where permissible), on or prior to before the Closing Date, of each Date of the following conditions, unless waived by Seller:

Appears in 1 contract

Samples: Purchase and Assumption Agreement (CNB Financial Corp /Ny/)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate and effect the Transactions Acquisition shall also be subject to the satisfaction or waiver (where permissible)fulfillment, on at or prior to the Closing Date, of each of the following conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 1 contract

Samples: Asset Purchase Agreement (Quicklogic Corporation)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also will be subject to the satisfaction satisfaction, or written waiver (where permissible)by Seller, on at or prior to before the Closing Date, of each of the following conditions:conditions (each such condition being solely for the benefit of Seller and capable of being waived by Seller at its sole discretion without notice, liability or obligation to any Person):

Appears in 1 contract

Samples: Stock Purchase Agreement (Sunpower Corp)

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Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also be hereunder are subject to the satisfaction or waiver (where permissible), on or prior to before the Closing Date, of each Date of the following conditions, unless waived, in writing, by Seller:

Appears in 1 contract

Samples: Purchase and Assumption Agreement (First Ipswich Bancorp /Ma)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate effect the Transactions shall transactions contemplated in this Agreement is also be subject to the satisfaction or waiver (where permissible), on or prior to the Closing Date, of each Date of the following conditions:, any or all of which may be waived, in whole or in part, by Seller in its sole discretion: (a)

Appears in 1 contract

Samples: Asset Purchase Agreement (Rexworks Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also will be subject to the satisfaction or waiver (where if legally permissible), ) by Seller on or prior to before the Closing Date, of each of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Clean Energy Fuels Corp.)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also be transactions contemplated hereby are subject to the satisfaction or waiver (where permissible)fulfillment, on or prior to the Closing Date, of each of the following conditions:conditions (any or all of which may be waived by Seller in whole or in part in its sole discretion):

Appears in 1 contract

Samples: Securities Purchase Agreement (Ingersoll Rand Inc.)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate effect the Transactions shall also be Transaction are further subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each of the following conditions:

Appears in 1 contract

Samples: Transfer Agreement (Harbinger Group Inc.)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also be transactions contemplated hereby are subject to the satisfaction or waiver (where permissible)fulfillment, on at or prior to the Closing DateClosing, of each of the following conditions:conditions (any or all of which may be waived in writing, to the extent permitted by Law, by Seller in whole or in part in its sole discretion):

Appears in 1 contract

Samples: Stock Purchase Agreement (Barnes Group Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall transactions provided for hereby are also be subject to the satisfaction or waiver (where permissible)satisfaction, on or prior to the Closing Date, of each of the following conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Spherix Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions transactions contemplated by this Agreement shall also be subject to the satisfaction or waiver (where permissible), on to the extent permitted by applicable Law) at or prior to the Closing Date, of each of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Heritage-Crystal Clean, Inc.)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate effect the Transactions shall also be transactions contemplated hereby is further subject to the satisfaction of the following conditions, any one or waiver (where permissible), on more of which may be waived by Seller at or prior to the Closing Date, of each of the following conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Centessa Pharmaceuticals LTD)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also be Transaction are subject to the satisfaction fulfillment (or waiver (where permissible), on by Seller) at or prior to before the Closing Date, Date of each of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Heatwurx, Inc.)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions Acquisition shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, Date of each of the following conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 1 contract

Samples: Stock Purchase Agreement (Union Street Acquisition Corp.)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions transactions contemplated hereby shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each of the following conditions:, any of which may be waived, in writing, by Seller (each such condition is solely for the benefit of Seller and may be waived by Seller in its sole discretion without notice, liability or obligation to any Person):

Appears in 1 contract

Samples: Stock Purchase Agreement (Satimo S.A.)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate the Transactions shall also be transactions contemplated by this Agreement is subject to the satisfaction fulfillment or waiver (where permissible)by Seller, on or prior to the Closing Date, of each of the following conditions:

Appears in 1 contract

Samples: Share Purchase Agreement (Sun Cheng Yaw)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate and effect the Transactions Transaction shall also be subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, Date of each of the following conditions, any of which may be waived, in writing, exclusively by Seller:

Appears in 1 contract

Samples: Securities Purchase Agreement (Multi Link Telecommunications Inc)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions transactions contemplated by this Agreement shall also be subject to the satisfaction or waiver (where permissible)by Seller, on at or prior to the Closing DateClosing, of each of the following conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Clearwire Corp)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate effect the Transactions shall also be Transaction is subject to the satisfaction or waiver (where permissible), on at or prior to the Closing Date, of each of the following conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Synbiotics Corp)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also be subject to the satisfaction fulfillment or waiver (where permissible)written waiver, on at or prior to the Closing DateClosing, of each of the following conditions:

Appears in 1 contract

Samples: Equity Purchase Agreement (Davita Inc.)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate the Transactions shall also be transactions contemplated by this Agreement is subject to the satisfaction fulfillment or waiver (where permissible)by Seller, on or prior to the Closing Date, as applicable, of each of the following conditions:

Appears in 1 contract

Samples: Share Purchase Agreement (Sun Cheng Yaw)

Additional Conditions to Obligations of Seller. The obligation of Seller to consummate the Transactions shall also be Sale, is subject to the satisfaction or waiver (where permissible)fulfillment, on or prior to as of the Closing DateClosing, of each of the following conditions:conditions (any or all of which may be waived in writing by Seller, to the extent permitted by Law, in whole or in part in its sole discretion):

Appears in 1 contract

Samples: Securities Purchase Agreement (Hyatt Hotels Corp)

Additional Conditions to Obligations of Seller. The obligation obligations of Seller to consummate the Transactions shall also be subject to the satisfaction fulfillment or waiver (where permissible)satisfaction, on at or prior to the Closing DateClosing, of each of the following conditions:conditions (it being understood that each such condition is solely for the benefit of Seller and may be waived by Seller in writing in its sole discretion without notice, liability or obligation to any Person).

Appears in 1 contract

Samples: Asset Purchase Agreement (Orgenesis Inc.)

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