Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 199 contracts
Samples: Merger Agreement and Plan of Reorganization (Progressive Care Inc.), Merger Agreement and Plan of Reorganization (NextPlat Corp), Merger Agreement and Plan of Reorganization (Progressive Care Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 84 contracts
Samples: Agreement and Plan of Merger (Inland Real Estate Corp), Agreement and Plan of Merger (Taomee Holdings LTD), Agreement and Plan of Merger (Hansen Medical Inc)
Agreements and Covenants. The Company shall have performed or in all material respects all of its obligations and complied in all material respects with all of its agreements and covenants required by under this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 62 contracts
Samples: Agreement and Plan of Merger (Digital Ally, Inc.), Agreement and Plan of Merger (Arogo Capital Acquisition Corp.), Agreement and Plan of Merger (Aesther Healthcare Acquisition Corp.)
Agreements and Covenants. The Each of the covenants of the Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on as of or prior to the Effective TimeClosing shall have been performed or complied with in all material respects.
Appears in 42 contracts
Samples: Business Combination Agreement (Sports Ventures Acquisition Corp.), Agreement and Plan of Merger (Graf Industrial Corp.), Agreement and Plan of Merger (Gores Metropoulos II, Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all of the agreements and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective Time.
Appears in 22 contracts
Samples: Agreement and Plan of Merger (Caraco Pharmaceutical Laboratories LTD), Agreement and Plan of Merger (Arden Group Inc), Agreement and Plan of Merger (Caraco Pharmaceutical Laboratories LTD)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing.
Appears in 21 contracts
Samples: Agreement and Plan of Merger (Yongye International, Inc.), Agreement and Plan of Merger (Alibaba Group Holding LTD), Agreement and Plan of Merger (China Ming Yang Wind Power Group LTD)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective TimeClosing Date.
Appears in 17 contracts
Samples: Agreement and Plan of Merger (Seebeyond Technology Corp), Agreement and Plan of Merger (Inverness Medical Innovations Inc), Agreement and Plan of Merger (Direct General Corp)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements covenants and covenants required by obligations of this Agreement required to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 13 contracts
Samples: Agreement and Plan of Merger (Harris Stratex Networks, Inc.), Agreement and Plan of Merger (Adventrx Pharmaceuticals Inc), Agreement and Plan of Merger (Mercury Computer Systems Inc)
Agreements and Covenants. The Company shall have performed or complied performed, in all material respects with respects, all obligations and complied with, in all material respects, its agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement on or prior to the Effective Time.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Swank, Inc.), Agreement and Plan of Merger (Landrys Restaurants Inc), Agreement and Plan of Merger (Brands Holdings LTD)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective Time.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Shurgard Storage Centers Inc), Agreement and Plan of Merger (Safeguard Scientifics Inc), Agreement and Plan of Merger (Stewart Enterprises Inc)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all its agreements and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective TimeClosing Date.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Pixelworks, Inc), Securities Purchase Agreement (Acer Therapeutics Inc.), Securities Purchase Agreement (Acer Therapeutics Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on the Company at or prior to the Effective TimeClosing.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Atheros Communications Inc), Agreement and Plan of Merger (Logicvision Inc), Agreement and Plan of Merger (Intellon Corp)
Agreements and Covenants. The Company shall have performed or complied performed, in all material respects with respects, all of its obligations and complied with, in all material respects, all of its agreements and covenants required by this Agreement to be performed or complied with by it on under this Agreement at or prior to the Effective Time.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (FMG Acquisition Corp), Agreement and Plan of Merger (Employers Holdings, Inc.), Agreement and Plan of Merger (FMG Acquisition Corp)
Agreements and Covenants. The Company shall will have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing.
Appears in 6 contracts
Samples: Contribution Agreement (Microhelix Inc), Contribution Agreement (Microhelix Inc), Contribution Agreement (CarePayment Technologies, Inc.)
Agreements and Covenants. The Company shall have performed or and complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 6 contracts
Samples: Share Exchange Agreement (Kairos Pharma, LTD.), Share Exchange Agreement (NDB Energy, Inc.), Share Exchange Agreement (Armada Oil, Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to before the Effective Time.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Suncom Wireless Holdings, Inc.), Agreement and Plan of Merger (Minnesota Mining & Manufacturing Co), Agreement and Plan of Merger (Robinson Nugent Inc)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all material agreements and covenants required by this Agreement to be performed or complied with by it the Company on or prior to the Effective TimeClosing Date.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Keystone Automotive Industries Inc), Asset Purchase Agreement (Hecla Mining Co/De/), Agreement and Plan of Merger (LKQ Corp)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time, except for any failure to perform or comply that would not have a Company Material Adverse Effect.
Appears in 4 contracts
Samples: Business Combination Agreement (Brookline Capital Acquisition Corp.), Project Barolo Merger (Apexigen, Inc.), Business Combination Agreement (Apexigen, Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all each of the agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Apollo Endosurgery, Inc.), Agreement and Plan of Merger (Boston Scientific Corp), Agreement and Plan of Merger (Axonics, Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it the Company on or prior to the Effective TimeClosing Date.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Mines Management Inc), Agreement and Plan of Merger (Hecla Mining Co/De/), Agreement and Plan of Merger (Hecla Mining Co/De/)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.;
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Driftwood Ventures, Inc.), Merger Agreement and Plan of Reorganization (Surge Components Inc), Agreement and Plan of Merger (Cray Research Inc)
Agreements and Covenants. The Company shall have performed or complied complied, in all material respects respects, with all agreements each obligation, agreement and covenants required by this Agreement covenant to be performed or complied with by it on under this Agreement at or prior to the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Investment Technology Group Inc), Agreement and Plan of Merger (Myriad Genetics Inc), Agreement and Plan of Merger (Apex Bioventures Acquisition Corp)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements agreements, obligations and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Agl Resources Inc), Agreement and Plan of Merger (Nicor Inc), Agreement and Plan of Merger (ZAGG Inc)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective TimeClosing Date in all material respects.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Big Rock Partners Acquisition Corp.), Agreement and Plan of Merger (BRAC Lending Group LLC), Agreement and Plan of Merger (Big Rock Partners Sponsor, LLC)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.Closing;
Appears in 3 contracts
Samples: Contribution Agreement (Amalgamated Technologies Inc), Agreement and Plan of Merger (Tutogen Medical Inc), Agreement and Plan of Merger (Regeneration Technologies Inc)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date; provided, however the Company shall have performed in all respects with respect to the timelines set forth in Section 6.01.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Sunair Services Corp), Agreement and Plan of Merger (Sunair Services Corp)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed performed, or complied with by it on or prior to the Effective Time.
Appears in 3 contracts
Samples: Business Combination Agreement (Anzu Special Acquisition Corp I), Stockholder Support Agreement (GigCapital5, Inc.), Business Combination Agreement (Qt Imaging Holdings, Inc.)
Agreements and Covenants. The Company Affiliated Companies and Members shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on them at or prior to the Effective TimeClosing Date.
Appears in 3 contracts
Samples: Exchange Agreement (Boundless Corp), Exchange Agreement (Qorus Com Inc), Exchange Agreement (Purezza Group Inc)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time, except that the Company shall have performed or complied in all respects with the covenants and agreements contained in Section 5.1(ii).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (El Paso Energy Corp/De), Agreement and Plan of Merger (Zilkha Michael), Agreement and Plan of Merger (Sonat Inc)
Agreements and Covenants. The Company shall will have performed or complied with in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing.
Appears in 3 contracts
Samples: Share Exchange Agreement (Biodel Inc), Share Exchange Agreement (Spring Bank Pharmaceuticals, Inc.), Share Exchange Agreement (Biodel Inc)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements each agreement and covenants covenant required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (United Online Inc), Agreement and Plan of Merger and Reorganization (Tellabs Inc), Agreement and Plan of Merger (Thomas & Betts Corp)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Merger Effective Time.
Appears in 3 contracts
Samples: Business Combination Agreement (Perception Capital Corp. III), Business Combination Agreement (Schultze Special Purpose Acquisition Corp.), Business Combination Agreement (Schultze Special Purpose Acquisition Corp.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it them on or prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (RMR Industrials, Inc.), Agreement and Plan of Merger (RMR Industrials, Inc.), Agreement and Plan of Merger (Drayton Harbor Resources Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all the agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Athenahealth Inc), Agreement and Plan of Merger (Epocrates Inc), Agreement and Plan of Merger (KKR & Co. Inc.)
Agreements and Covenants. The Company shall have performed or complied performed, in all material respects with respects, all obligations and complied with, in all material respects, its agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement and the Ancillary Agreements to which it is a party on or prior to the Effective Time.Second Closing;
Appears in 2 contracts
Samples: Securities Purchase Agreement (Norsk Hydro a S A), Securities Purchase Agreement (Ascent Solar Technologies, Inc.)
Agreements and Covenants. The Company shall have performed or complied performed, in all material respects with respects, all obligations and complied with, in all material respects, its agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement on or prior to the Effective Time.Closing; and
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ascent Solar Technologies, Inc.), Securities Purchase Agreement (Norsk Hydro a S A)
Agreements and Covenants. The Company Parties shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it them on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (CapLease, Inc.), Agreement and Plan of Merger (American Realty Capital Properties, Inc.)
Agreements and Covenants. The Company shall have performed or complied complied, in each case, in all material respects with all agreements agreements, covenants and covenants conditions required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (International Money Express, Inc.), Agreement and Plan of Merger (Fintech Acquisition Corp. II)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants that are required by this Agreement to be performed or complied with by it on or prior to the Effective Timedate of the Closing.
Appears in 2 contracts
Samples: Share Repurchase Agreement (Melco International Development LTD), Share Repurchase Agreement (Melco International Development LTD)
Agreements and Covenants. The Company shall have performed or and complied with in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Physicians Formula Holdings, Inc.), Agreement and Plan of Merger (Physicians Formula Holdings, Inc.)
Agreements and Covenants. The Company and the Members shall have performed or complied in all material respects all of their respective obligations and complied with all of their respective agreements and covenants required by this Agreement to be performed or complied with by it on them under this Agreement at or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Alternative Asset Management Acquisition Corp.), Business Combination Agreement (57th Street General Acquisition Corp)
Agreements and Covenants. The Company shall have performed or complied with, in all material respects respects, with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Plum Creek Timber Co Inc), Limited Liability Company Agreement (Plum Creek Timber Co Inc)
Agreements and Covenants. (i) The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it the Company on or prior to the Effective TimeClosing and (ii) each Seller shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by such Seller on or prior to the Closing.
Appears in 2 contracts
Samples: Letter Agreement (ESGEN Acquisition Corp), Letter Agreement (ESGEN Acquisition Corp)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all obligations, agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (BMC Software Inc), Agreement and Plan of Merger (Marimba Inc)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on the Company at or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Stockholder Voting Agreement (Navteq Corp), Agreement and Plan of Merger (Navteq Corp)
Agreements and Covenants. The Company shall have performed ------------------------ or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Sunbase Asia Inc), Stock Purchase Agreement (Sunbase Asia Inc)
Agreements and Covenants. The Company shall have performed or complied in all material respects performed all obligations and complied with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Us 1 Industries Inc), Agreement and Plan of Merger (Us 1 Industries Inc)
Agreements and Covenants. The Company and the Company Operating Partnership shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (American Realty Capital Healthcare Trust Inc), Agreement and Plan of Merger (Ventas Inc)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all of the agreements and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Xueda Education Group), Agreement and Plan of Merger (SYSWIN Inc.)
Agreements and Covenants. The Company shall have performed or complied performed, in all material respects with respects, all obligations and complied with, in all material respects, its agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement and the Ancillary Agreements to which it is a party on or prior to the Effective Time.Initial Warrants Closing;
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ascent Solar Technologies, Inc.), Securities Purchase Agreement (Norsk Hydro a S A)
Agreements and Covenants. The Company shall have performed or complied complied, and shall have caused the Company Subsidiaries to have performed or complied, in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (United Online Inc), Agreement and Plan of Merger (B. Riley Financial, Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all of its agreements and covenants required by contained in this Agreement to be performed or complied with by it on the Company at or prior to the Effective TimeClosing (except that any specific agreement or covenant that is qualified as to materiality must have been performed as written).
Appears in 2 contracts
Samples: Restructuring Agreement (Finova Capital Corp), Restructuring Agreement (Aquis Communications Group Inc)
Agreements and Covenants. The Company Entities shall have performed or complied in all material respects with all the covenants, agreements and covenants obligations required by this Agreement to be performed or complied with by it them on or prior to the Effective TimeTime in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Endeavor Group Holdings, Inc.), Agreement and Plan of Merger (Emanuel Ariel)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kanbay International Inc), Agreement and Plan of Merger (Cap Gemini Sa)
Agreements and Covenants. The Company shall have performed or and complied in all material respects with to all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Share Exchange Agreement (Perpetual Technologies, Inc.), Share Exchange Agreement (Frezer, Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective TimeClosing Date; provided, however, that the Company shall have performed or complied in all respects with Section 5.13 and Section 5.16.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lexar Media Inc), Agreement and Plan of Merger (Micron Technology Inc)
Agreements and Covenants. The Company shall have performed or complied with, in all material respects with all agreements respects, each covenant, agreement and covenants obligation required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Aegion Corp), Agreement and Plan of Merger (Qualtrics International Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements agreements, obligations and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cybersource Corp), Agreement and Plan of Merger (Visa Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all its agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Necessity Retail REIT, Inc.), Agreement and Plan of Merger (Global Net Lease, Inc.)
Agreements and Covenants. The Company shall have performed or and complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.Closing Date. Section 5.3
Appears in 2 contracts
Samples: Share Exchange Agreement (Phytomedical Technologies Inc), Share Exchange Agreement (Phytomedical Technologies Inc)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the First Merger Effective Time.
Appears in 2 contracts
Samples: Business Combination Agreement (Beard Energy Transition Acquisition Corp.), Business Combination Agreement (Beard Energy Transition Acquisition Corp.)
Agreements and Covenants. The Company shall have duly performed or complied with, in all material respects with respects, all of its covenants and agreements and covenants required by contained in this Agreement that the Company was required to be performed or complied with by it on or perform prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Edify Acquisition Corp.), Agreement and Plan of Merger (Unique Logistics International, Inc.)
Agreements and Covenants. The Company shall have performed or complied with, in all material respects with respects, all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Nord Anglia Education, Inc.), Agreement and Plan of Merger (iClick Interactive Asia Group LTD)
Agreements and Covenants. The Company shall have performed or in all material respects all of its obligations and complied in all material respects with all of its agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Timeunder this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Li3 Energy, Inc.), Agreement and Plan of Merger (Blue Wolf Mongolia Holdings Corp.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements agreements, covenants and covenants obligations required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Abaxis Inc), Agreement and Plan of Merger (Zoetis Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all material agreements and material covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Psychiatric Solutions Inc), Agreement and Plan of Merger (Universal Health Services Inc)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants (other than Section 5.05(b)) required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Midamerican Energy Holdings Co /New/), Agreement and Plan of Merger (Nv Energy, Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective Time.;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (HCH Acquisition Corp), Agreement and Plan of Merger (JRC Acquisition Corp)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements the covenants and covenants obligations required by this Agreement to be performed or complied with by it under this Agreement on or prior to the Effective Time.;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Boykin Lodging Co), Agreement and Plan of Merger (Red Lion Inns Limited Partnership)
Agreements and Covenants. The Company shall have performed or and complied in all material respects with to all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Share Exchange Agreement (MVP Holdings Corp), Share Exchange Agreement (MVP Holdings Corp)
Agreements and Covenants. The Company shall will have performed or complied in all material respects with all of its agreements and covenants required by contained in this Agreement to be performed or complied with by it on the Company at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Barrister Global Services Network Inc), Stock Purchase Agreement (Barrister Global Services Network Inc)
Agreements and Covenants. The Company shall have performed or in all material respects all of its obligations and complied in all material respects with all of its agreements and covenants required by under this Agreement Agreement, in each case to be performed or complied with by it such person on or prior to the Effective TimeClosing Date, except where compliance with any such obligation, agreement or covenant has been waived in writing by the SPAC.
Appears in 2 contracts
Samples: Business Combination Agreement (Focus Impact Acquisition Corp.), Business Combination Agreement (Insight Acquisition Corp. /DE)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it them on or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (New World Brands Inc), Agreement and Plan of Reorganization (Juniper Networks Inc)
Agreements and Covenants. The Company shall will have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 1 contract
Agreements and Covenants. The Company shall have performed or in all material respects all of its obligations and complied in all material respects with all of its agreements and covenants required by this Agreement to be performed or complied with by it on under this Agreement at or prior to the Effective TimeClosing Date.
Appears in 1 contract
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements its covenants and covenants required by obligations under this Agreement required to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 1 contract
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements agreements, covenants and covenants conditions required by this Agreement to be performed or complied with by it the Company on or prior to the Effective TimeClosing Date.
Appears in 1 contract
Samples: Agreement and Plan of Merger (INSU Acquisition Corp. II)
Agreements and Covenants. The Company shall have performed or complied with in all material respects with all covenants and agreements and covenants required by this Agreement to be performed or complied with by it the Company under this Agreement on or prior to the Effective Time.Closing Date. 77
Appears in 1 contract
Samples: Agreement and Plan of Merger (Live Oak Acquisition Corp)
Agreements and Covenants. The Company shall have performed or complied with all obligations and covenants in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it the Company on or prior before to the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Navigant Consulting Inc)
Agreements and Covenants. The Company and the Company Equityholders shall have performed or complied in all material respects with all agreements covenants and covenants required by obligations of this Agreement required to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (American Well Corp)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to before the Effective TimeClosing Date.
Appears in 1 contract
Agreements and Covenants. The Company shall have performed or in all material respects all of their respective obligations and complied in all material respects with all of their respective agreements and covenants required by under this Agreement to be performed or complied with by it them on or prior to the Effective TimeClosing Date.
Appears in 1 contract
Samples: Business Combination Agreement (Healthwell Acquisition Corp. I)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Initial Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Virgin Group Acquisition Corp. II)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all the agreements and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective Time.
Appears in 1 contract
Agreements and Covenants. The Company shall have performed or in all material respects all of its obligations and complied in all material respects with all of its agreements and covenants required by under this Agreement Agreement, in each case to be performed or complied with by it such person on or prior to the Effective TimeClosing Date, except where compliance with any such obligation, agreement or covenant has been waived in writing by Purchaser.
Appears in 1 contract
Samples: Contribution and Exchange Agreement (Denali Capital Acquisition Corp.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 1 contract
Agreements and Covenants. The Company shall have performed or --------------------------- complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Telaxis Communications Corp)
Agreements and Covenants. The Company shall have performed in all material respects or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Education Management Corporation)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 1 contract
Agreements and Covenants. The Company shall have performed or -------------------------- complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective Time.
Appears in 1 contract
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing (including all deliveries required under Section 1.10(a)).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Matria Healthcare Inc)
Agreements and Covenants. The Company Each of the Companies shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on at or prior to the Effective TimeClosing Date, in each case, in all material respects.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fortress Value Acquisition Corp.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Company Amalgamation Effective Time.
Appears in 1 contract
Samples: Business Combination Agreement (Oxus Acquisition Corp.)
Agreements and Covenants. The Company shall have performed or complied with in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Exchange Agreement (Skyline Corp)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it on or prior to the Acquisition Merger Effective Time.
Appears in 1 contract
Samples: Business Combination Agreement (CHW Acquisition Corp)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements obligations and covenants required by this Merger Agreement to be performed or complied with by it Company on or prior to the Effective TimeClosing Date.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Sra International Inc)
Agreements and Covenants. The Company shall have performed or complied (i) in all respects with its obligations, agreements and covenants described in Section 1.7 and (ii) in all material respects respects, with all each of its other obligations, agreements and covenants required by this Agreement to be performed or complied with by it on under this Agreement at or prior to the Effective TimeClosing.
Appears in 1 contract
Agreements and Covenants. The Company shall have performed or in all material respects all of its obligations and complied in all material respects with all of its agreements and covenants required by under this Agreement to be performed or complied with by it on or prior to the Effective TimeFirst Closing Date.
Appears in 1 contract
Agreements and Covenants. The Company and the Partnership shall have performed or complied performed, in all material respects with respects, all obligations and complied with, in all material respects, the agreements and covenants required by this Agreement to be performed or complied with by it them under this Agreement on or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Columbia Equity Trust, Inc.)
Agreements and Covenants. The Company shall have performed or complied in all material respects with all agreements covenants and covenants required by obligations of this Agreement required to be performed or complied with by it on or prior to the Effective TimeClosing Date.
Appears in 1 contract
Samples: Option Cancellation Agreement (Constant Contact, Inc.)
