Common use of Compliance with Covenants Clause in Contracts

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed or complied by it prior to or at the Closing Date.

Appears in 48 contracts

Samples: Preferred Stock Purchase Agreement (Wireless Age Communications Inc), Stock Purchase Agreement (Sun New Media Inc.), Securities Purchase Agreement (China Wind Systems, Inc)

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Compliance with Covenants. The Company shall have performed in all material respects (or with respect to any obligation or agreement qualified by materiality or Company Material Adverse Effect, in all respects) all obligations and agreements, and complied in all material respects (or with respect to any covenant qualified by materiality or Company Material Adverse Effect, in all respects) with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at on the Closing Date.

Appears in 9 contracts

Samples: Agreement and Plan of Merger (Oshkosh B Gosh Inc), Agreement and Plan of Merger (Savia Sa De Cv), Agreement and Plan of Merger (Monsanto Co /New/)

Compliance with Covenants. The Company Corporation shall have duly complied with and performed all covenants and complied in all material respects with all covenants, agreements, and conditions agreements of the Corporation herein which are required by this Agreement to be complied with and performed at or complied by it prior to or at before the Closing DateInitial Closing.

Appears in 7 contracts

Samples: Collaborative Development and License Agreement (Enanta Pharmaceuticals Inc), Development and License Agreement (Enanta Pharmaceuticals Inc), Collaborative Development and License Agreement (Enanta Pharmaceuticals Inc)

Compliance with Covenants. The Company shall have performed performed, satisfied and complied in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed performed, satisfied or complied by it prior to or at the Closing Date.

Appears in 6 contracts

Samples: Series a Convertible Preferred Stock and Warrant Purchase Agreement (Sino Green Land Corp), Common Stock Purchase Agreement (Sino Green Land Corp), Common Stock Purchase Agreement (Sino Green Land Corp)

Compliance with Covenants. The Company shall have performed and complied complied, in all material respects respects, with all covenants, agreements, of its covenants and conditions required by agreements contained in this Agreement to be performed that contemplate, by their terms, performance or complied by it compliance prior to or at the Closing DateClosing.

Appears in 6 contracts

Samples: Equity Commitment Agreement (Infrastructure & Energy Alternatives, Inc.), Equity Commitment Agreement (Infrastructure & Energy Alternatives, Inc.), Securities Purchase Agreement (Armata Pharmaceuticals, Inc.)

Compliance with Covenants. The Company Corporation shall have performed and complied in all material respects performed all obligations and agreements and complied with all covenants, agreements, and conditions required by covenants contained in this Agreement to be performed and complied with by the Corporation on or complied by it prior to or at the Closing Datedate of the Closing.

Appears in 5 contracts

Samples: Stock Purchase Agreement (S1 Corp /De/), Stock Purchase and Option Agreement (Security First Technologies Corp), Stock Purchase and Option Agreement (Intuit Inc)

Compliance with Covenants. The Company Corporation shall have duly complied with and performed all covenants and complied in all material respects with all covenants, agreements, and conditions agreements of the Corporation herein which are required by this Agreement to be complied with and performed at or complied by it prior to or at the Closing Datebefore such Additional Closing.

Appears in 5 contracts

Samples: License Agreement, Collaborative Development and License Agreement (Enanta Pharmaceuticals Inc), Collaborative Development and License Agreement (Enanta Pharmaceuticals Inc)

Compliance with Covenants. The Company shall have performed and complied with in all material respects with all covenants, agreements, covenants and conditions required by agreements contained in this Agreement that are required to be performed or complied with by it prior to on or at before the Closing Date.Closing;

Appears in 5 contracts

Samples: Investment Agreement (Viisage Technology Inc), Investment Agreement (RVL 1 LLC), Investment Agreement (Nexxus Lighting, Inc.)

Compliance with Covenants. The Company shall have performed and complied complied, in all material respects respects, with all covenants, agreements, of its covenants and conditions required by agreements contained in this Agreement to be performed that contemplate, by their terms, performance or complied by it compliance prior to or at the Closing DateSecond Closing.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Entasis Therapeutics Holdings Inc.), Securities Purchase Agreement (Armata Pharmaceuticals, Inc.), Securities Purchase Agreement (Armata Pharmaceuticals, Inc.)

Compliance with Covenants. The Company shall have performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at as of the Closing DateEffective Time (except that the covenant set forth in Section 5.1(a) shall have been performed in all respects).

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Cameron Ashley Building Products Inc), Agreement and Plan of Merger (CBP Holdings Inc), Agreement and Plan of Merger (Guardian Fiberglass Inc)

Compliance with Covenants. The Company shall have performed and complied be in compliance with, in all material respects with respects, all of its respective covenants, agreementsacts, and conditions required by this Agreement obligations to be performed on or complied by it prior to or at the related Closing DateDate under this Agreement and the related Term Sheet.

Appears in 5 contracts

Samples: Flow Servicing Agreement (GSAA Home Equity 2005-12), Pooling and Servicing Agreement (Gs Mortgage Securities Corp Mort Pa Th Ce Se 2002-He), Assumption and Recognition Agreement (GSAA Home Equity Trust 2006-3)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed or complied with by it prior to or at the Closing Date.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Tricell Inc), Securities Purchase Agreement (Jordan 1 Holdings Co), Securities Purchase Agreement (Science Dynamics Corp)

Compliance with Covenants. The Company and Sellers shall have performed and complied in all material respects with all of their respective covenants, agreements, obligations and conditions required by agreements contained in this Agreement to be performed by them on or complied by it prior to or at the Closing Date.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Genesis Group Holdings Inc), Agreement and Plan of Merger (NXT-Id, Inc.), Stock Purchase Agreement (Intercloud Systems, Inc.)

Compliance with Covenants. The Company shall have performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at on the Closing DateEffective Time.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Harcor Energy Inc), Agreement and Plan of Merger (Pacific Rehabilitation & Sports Medicine Inc), Agreement and Plan of Merger (Seneca West Corp)

Compliance with Covenants. The Company shall have performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at as of the Closing Date.Effective Time. Each party (other than the Purchaser or its affiliates) shall have performed in all material respects all obligations and agreements, and

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Born Dawn S), Agreement and Plan of Merger (Gni Group Inc /De/), Agreement and Plan of Merger (Gni Group Inc /De/)

Compliance with Covenants. The Company shall have performed and complied complied, in all material respects respects, with all covenants, agreements, of its covenants and conditions required by agreements contained in this Agreement to be performed that contemplate, by their terms, performance or complied by it compliance prior to or at the Closing DateFirst Closing.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Armata Pharmaceuticals, Inc.), Securities Purchase Agreement (Entasis Therapeutics Holdings Inc.), Securities Purchase Agreement (Entasis Therapeutics Holdings Inc.)

Compliance with Covenants. The Company shall have performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at on the Closing Date.;

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Berry Plastics Corp), Agreement and Plan of Merger (Clorox Co /De/), Agreement and Plan of Merger (Journal Register Co)

Compliance with Covenants. The Company shall have ------------------------- performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at on the Recap Closing Date.

Appears in 2 contracts

Samples: Transaction Agreement (Green Equity Investors Iii Lp), Transaction Agreement (North Face Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenantsterms, agreements, covenants and conditions required by of this Agreement to be performed or complied with by it at or prior to or at the Closing Date, and the Company shall have so certified to Sellers in writing.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Acreedo Health Inc), Stock Purchase Agreement (Accredo Health Inc)

Compliance with Covenants. The Company shall have complied with or performed and complied in all material respects with all covenants, agreements, and conditions its obligations required by this Agreement to be complied with or performed or complied by it at or prior to or at the Closing Date.Effective Time under this Agreement;

Appears in 2 contracts

Samples: Agreement and Plan of Merger (PhenomeX Inc.), Agreement and Plan of Merger (Coupa Software Inc)

Compliance with Covenants. The Company Entities and Sellers shall have performed and complied in all material respects with all of their respective covenants, agreements, obligations and conditions required by agreements contained in this Agreement to be performed by them on or complied by it prior to or at the Closing Date.

Appears in 2 contracts

Samples: Equity Purchase Agreement (Genesis Group Holdings Inc), Equity Purchase Agreement (Genesis Group Holdings Inc)

Compliance with Covenants. The Company shall have performed and complied with or performed, in all material respects with all covenantsrespects, agreements, and conditions the obligations required by this Agreement to be complied with or performed or complied by it and its Subsidiaries at or prior to or at the Closing Date.Effective Time under this Agreement;

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tabula Rasa HealthCare, Inc.), Agreement and Plan of Merger (Tabula Rasa HealthCare, Inc.)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, agreements and conditions required by contained in this Agreement required to be performed or complied with by it prior to or at the Closing DateClosing.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Photoworks Inc /Wa), Convertible Note and Warrant Purchase Agreement (Photoworks Inc /Wa)

Compliance with Covenants. The Company and the Shareholders shall have performed and complied in all material respects with all the covenants, agreements, agreements and conditions required by this Agreement to be performed or complied with by it them prior to or at the Closing DateClosing.

Appears in 2 contracts

Samples: Escrow Agreement (Pj America Inc), Stock Purchase Agreement (Pj America Inc)

Compliance with Covenants. The Company shall have complied with or performed and complied in all material respects with all covenantsrespect any agreement or covenant to be performed, agreementsor complied with, and conditions required by it under this Agreement to be performed at or complied by it prior to or at the Closing DateEffective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ambrx Biopharma, Inc.), Agreement and Plan of Merger (Ambrx Biopharma, Inc.)

Compliance with Covenants. The Company shall have performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at as of the Closing DateEffective Time.

Appears in 2 contracts

Samples: 9 Transaction Agreement (Blum Richard C & Associates L P), 9 Transaction Agreement (Kinetic Concepts Inc /Tx/)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, of its covenants and conditions required by this Agreement agreements contained herein to be performed or complied by it on or prior to or at the Closing Date.

Appears in 2 contracts

Samples: Note Purchase Agreement (American Media Inc), Exchange Agreement (American Media Inc)

Compliance with Covenants. The Each of the Company and the Shareholders shall have performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at on the Closing Date.;

Appears in 2 contracts

Samples: Contribution and Share Purchase Agreement (Panther Expedited Services, Inc.), Contribution and Share Purchase Agreement (Panther Expedited Services, Inc.)

Compliance with Covenants. The Company shall have performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at on the Closing Date.. 45 37

Appears in 2 contracts

Samples: 9 Transaction Agreement (Kinetic Concepts Inc /Tx/), 9 Transaction Agreement (Blum Richard C & Associates L P)

Compliance with Covenants. The Company shall have ------------------------- performed in all material respects all obligations and agreements and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at as of the Closing DateEffective Time.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Fremont Partners Lp), Agreement and Plan of Merger (Global Motorsport Group Inc)

Compliance with Covenants. The Company shall have performed and complied with in all material respects with all covenants, agreements, covenants and conditions required by agreements contained in this Agreement that are required to be performed or complied with by it prior to on or at before the Closing Date.First Closing;

Appears in 2 contracts

Samples: Stock Purchase and Master Transaction Agreement (Ipsen, S.A.), Stock Purchase and Master Transaction Agreement (Tercica Inc)

Compliance with Covenants. The Company and each Shareholder shall have performed and complied in all material respects with all covenantsterms, agreements, covenants and conditions required by of this Agreement to be performed or complied with by it at or prior to or at the Closing Date, and, if the Closing Date shall occur on a date other than the date hereof, the Company and each Shareholder shall have so certified to the Purchaser in writing.

Appears in 2 contracts

Samples: Employment Agreement (Liveperson Inc), Stock Purchase Agreement (Jupiter Communications Inc)

Compliance with Covenants. The Company shall have performed in all material respects all covenants and agreements, and complied in all material respects with all covenantsobligations, agreements, and conditions required by contained in this Agreement that are to be performed or complied with by it prior to or at on the Closing Date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pre Paid Legal Services Inc), Agreement and Plan of Merger (Pre Paid Legal Services Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed or complied by it prior to or at the Closing DateClosing.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Verticalbuyer Inc), Preferred Stock Purchase Agreement (Computer Software Innovations Inc)

Compliance with Covenants. The Company shall have complied with and performed and complied in all material respects with all covenants, agreements, and conditions required by each covenant contained in this Agreement that is required to be complied with or performed by the Company on or complied by it prior to or at the Closing Date.

Appears in 2 contracts

Samples: Agreement (Oncormed Inc), Agreement and Plan of Merger and Reorganization (Gene Logic Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenantsobligations, agreements, covenants and conditions agreements required by this Agreement to be performed or complied with by it under this Agreement at or prior to or at the Closing DateClosing.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Gelesis Holdings, Inc.), Agreement and Plan of Merger (Berkshire Grey, Inc.)

Compliance with Covenants. The Company shall have ------------------------- performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at on the Stock Purchase Closing Date.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Fremont Partners Lp), Agreement and Plan of Merger (Global Motorsport Group Inc)

Compliance with Covenants. The Company shall have complied with or performed and complied in all material respects with all covenants, agreements, and conditions its obligations required by this Agreement to be complied with or performed or complied by it at or prior to or at the Closing DateEffective Time under the Agreement and Parent shall have received a certificate signed on behalf of the Company by an executive officer of the Company to such effect.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Momentive Performance Materials Inc.), Agreement and Plan of Merger (Momentive Performance Materials Inc.)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by obligations under this Agreement which are to be performed or complied with by it prior to or at on the Closing Dateclosing date, including the delivery of the closing documents specified hereafter.

Appears in 1 contract

Samples: Merger Agreement and Plan of Reorganization (Mems Usa Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, of the covenants and conditions agreements required by this Agreement to be performed or complied by it under this Agreement at or prior to or at the Closing DateClosing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Syniverse Holdings Inc)

Compliance with Covenants. The Company shall have complied with or performed and complied in all material respects with all covenantsany agreement or covenant to be performed, agreementsor complied with, and conditions required by it under this Agreement to be performed at or complied by it prior to or at the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Shockwave Medical, Inc.)

Compliance with Covenants. The covenants and agreements of the Company shall have performed and complied set forth in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed or complied by it with at or prior to or at the Closing Date.shall have been duly performed or complied with in all material respects;

Appears in 1 contract

Samples: Agreement and Plan of Merger (Heritage Insurance Holdings, Inc.)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by covenants of this Agreement to be performed or complied with by it at or prior to or at the Closing DateEffective Time, and the Company shall have delivered to Fiserv and Fiserv Sub a certificate to that effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Avidyn Inc)

Compliance with Covenants. The Company shall have duly complied with and performed and complied in all material respects with all covenants, agreements, covenants and conditions agreements of the Company herein which are required by this Agreement to be complied with and performed at or complied by it prior to or at before the Closing DateClosing.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Digital Generation Systems Inc)

Compliance with Covenants. The Company shall have duly performed and complied in all material respects with all covenants, agreements, agreements and conditions obligations required by this Agreement to be performed or complied with by it each on or prior to or at the Closing DateClosing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Towne Services Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by its covenants contained in this Agreement and the other Transaction Documents to be performed or complied by it with prior to or at the Subsequent Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Odyssey Marine Exploration Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed or complied by it prior to or at the Closing Dateeach Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Hq Sustainable Maritime Industries, Inc.)

Compliance with Covenants. The Company and Sellers shall have performed and complied in all material respects with all covenantsterms, agreements, covenants and conditions required by of this Agreement to be performed or complied with by it prior to or them at the Closing Date.

Appears in 1 contract

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

Compliance with Covenants. The Company shall have complied with or performed and complied in all material respects with all covenants, agreements, and conditions its obligations required by this Agreement to be complied with or performed or complied by it prior to or at the Closing Dateunder this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Soliton, Inc.)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, of its covenants and conditions required by this Agreement agreements contained herein to be performed or complied by it on or prior to or at the each Closing Date.

Appears in 1 contract

Samples: Exchange Agreement (Albany International Corp /De/)

Compliance with Covenants. The Company shall have performed and complied with all of its covenants hereunder in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed or complied by it prior to or at through the Closing DateClosing.

Appears in 1 contract

Samples: Securities Purchase Agreement

Compliance with Covenants. The Company shall have performed and complied with all of its agreements, obligations and covenants hereunder in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed or complied by it prior to or at through the Closing DateEffective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Armor Holdings Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, of the covenants and conditions agreements required by this Agreement to be performed by the Company under this Agreement at or complied by it prior to or at the Closing DateClosing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Avery Dennison Corp)

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Compliance with Covenants. The Company shall have performed and or complied in all material respects with all covenants, agreements, agreements and conditions covenants required by this Agreement and the Ancillary Agreements to be performed or complied with by it at or prior to or at the Closing Date, in each case in all material respects.

Appears in 1 contract

Samples: Business Combination Agreement (Magnum Opus Acquisition LTD)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed or complied by it prior to or at the Closing Date, including arranging for payment of commissions as set forth in Schedule 4.8.

Appears in 1 contract

Samples: Stock Purchase Agreement (Speedemissions Inc)

Compliance with Covenants. The Company shall have performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at on the Closing Date.. (iii)

Appears in 1 contract

Samples: Transaction Agreement (Kci New Technologies Inc)

Compliance with Covenants. The Each member of the Company Group shall have duly performed and or complied with, in all material respects with respects, all of the covenants, agreements, obligations and conditions required by this Agreement to be performed or complied with by it under the terms of the Transaction Agreements on, prior to to, or at the Closing Dateand shall be in compliance with, in all material respects, all of the covenants, obligations and conditions to be complied with under the terms thereof at the Closing.

Appears in 1 contract

Samples: Note Purchase Agreement (Navtech Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, of the covenants and conditions agreements required by this Agreement to be performed or complied by it or them under this Agreement at or prior to or at the Closing DateClosing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Masimo Corp)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreementsagreements and covenants contained in the Documents as of the date of the Closing, and conditions required by this Agreement the Investors shall have received a certificate of an officer of the Company attesting as to be performed or complied by it prior to or at the Closing Datesuch compliance.

Appears in 1 contract

Samples: Securities Purchase Agreement (Callwave Inc)

Compliance with Covenants. The Company shall have duly performed and complied or caused the performance or compliance with in all material respects with all covenants, agreements, agreements and conditions obligations required by this Agreement to be performed or complied with by it on or prior to or at the Closing DateClosing.

Appears in 1 contract

Samples: Asset Purchase Agreement (RCG Companies Inc)

Compliance with Covenants. The Company and each Shareholder shall have performed and complied in all material respects with all covenantsterms, agreements, covenants and conditions required by of this Agreement to be performed or complied with by it at or prior to or at the Closing Date, and the Company and each Shareholder shall have so certified to the Purchaser in writing.

Appears in 1 contract

Samples: Share Purchase Agreement (Ravisent Technologies Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, agreements and conditions required by this Agreement to be performed or complied by it prior to or at covenants contained in the Documents as of the Closing Date, and the Investor shall have received, on the Closing Date, a certificate of an authorized officer of the Company attesting as to such compliance.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Eyeblaster Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by covenants of this Agreement to be performed or complied with by it at or prior to or at the Closing Advance Date.

Appears in 1 contract

Samples: Secured Financing Agreement (AMERICAN POWER GROUP Corp)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenantsterms, agreements, covenants and conditions required by of this Agreement to be performed or complied with by it at or prior to or at the Closing Date, and, if the Closing Date shall occur on a date other than the date hereof, the Company shall have so certified to the Parent in writing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Liveperson Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, of its covenants and conditions required by this Agreement agreements contained herein to be performed or complied by it on or prior to or at the Closing Date.

Appears in 1 contract

Samples: Exchange Agreement (Albany International Corp /De/)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed or complied by it prior to or at on the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Findex Com Inc)

Compliance with Covenants. The Company shall have performed and complied be in compliance with, in all material respects with respects, all of its respective covenants, agreementsacts, and conditions required by this Agreement obligations to be performed on or complied by it prior to or at the Closing DateDate under this Agreement.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bear Stearns Asset Backed Securities I Trust 2006-St1)

Compliance with Covenants. The Company shall have performed and or complied with, in all material respects with all covenantsrespects, agreements, its agreements and conditions covenants required by this Agreement to be performed or complied by it with under this Agreement on or prior to or at the Closing DateClosing.

Appears in 1 contract

Samples: Rights Agreement (Idearc Inc.)

Compliance with Covenants. The Company shall have performed and --------------------------- complied in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed or complied by it prior to or at the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cyber Public Relations Inc)

Compliance with Covenants. The Company shall have duly performed and ------------------------- complied in all material respects with all covenants, agreements, agreements and conditions obligations required by this Agreement to be performed or complied with by it on or prior to or at the Closing DateClosing.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Clarus Corp)

Compliance with Covenants. The Company shall have performed and complied or satisfied in all material respects with all covenants, agreements, and conditions required by this Agreement covenants to be performed or complied by it the Company prior to or at Closing under the Closing DateTransaction Agreements.

Appears in 1 contract

Samples: Stock Purchase Agreement (Britesmile Inc)

Compliance with Covenants. The Each of the Company and the Founder Members shall have performed in all material respects all obligations and complied in all material respects with all covenants, agreements, undertakings and conditions covenants required by under this Agreement to be performed or complied by it at or prior to or at the Closing DateClosing.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Hf2 Financial Management Inc.)

Compliance with Covenants. The Company shall have duly performed and complied in all material respects with all covenants, agreements, agreements and conditions obligations required by this Agreement to be performed or complied with by it them on or prior to or at the Closing DateClosing.

Appears in 1 contract

Samples: Share Purchase Agreement (Spectrum Global Solutions, Inc.)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by its covenants contained in this Agreement to be performed or complied by it with prior to or at the Initial Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Odyssey Marine Exploration Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects (except those covenants that are qualified as to materiality, which shall have performed and complied in all respects) with all covenants, agreementsagreements and covenants contained in the Documents as of the date of the Closing, and conditions required by this Agreement the Investors shall have received a certificate of an officer of the Company attesting as to be performed or complied by it prior to or at the Closing Datesuch compliance.

Appears in 1 contract

Samples: Securities Purchase Agreement (Boulder Specialty Brands, Inc.)

Compliance with Covenants. The Company shall have performed and complied with all its covenants under this Agreement in all material respects with all covenants, agreements, and conditions required by this Agreement to be performed or complied by it prior to or at through the Closing DateClosing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tuscan Gardens Senior Living Communities, Inc.)

Compliance with Covenants. The Company Companies and the Shareholders shall have complied with and performed and complied in all material respects with all covenants, agreements, and conditions required by each covenant contained in this Agreement that is required to be performed by them on or complied by it prior to or at the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Adac Laboratories)

Compliance with Covenants. The Company shall have duly complied with ------------------------- and performed and complied in all material respects with all covenantscovenants and agreements of the Company herein, agreements, and conditions which are required by this Agreement to be complied with and performed at or complied by it prior to or at before the Closing DateClosing.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Camden Partners Strategic Ii LLC)

Compliance with Covenants. The Company shall have performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at as of the Closing Date.Effective Time. (iii)

Appears in 1 contract

Samples: Transaction Agreement (Kci New Technologies Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, agreements and conditions covenants required by this Agreement to be performed or complied with by it under this Agreement at or prior to or at the Closing DateClosing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ardea Biosciences, Inc./De)

Compliance with Covenants. The Company shall have performed and or complied in all material respects with all covenants, agreements, agreements and conditions covenants required by this Agreement to be performed or complied with by it at or prior to or at the Closing Date, in each case in all material respects.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vesper Healthcare Acquisition Corp.)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenantsterms, agreements, covenants and conditions required by of this Agreement to be performed or complied with by it at or prior to or at the Closing Date, and the Company shall have so certified to LHS and SHS in writing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Acreedo Health Inc)

Compliance with Covenants. The Company shall have performed in all material respects all obligations and agreements, and complied in all material respects with all covenants, agreements, and conditions required by contained in this Agreement to be performed or complied with by it prior to or at the Closing Date.;

Appears in 1 contract

Samples: Acquisition Agreement (Knight Ridder Inc)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by obligations under this Agreement which are to be performed or complied with by it them prior to or at on the Closing Date, including the delivery of the Closing documents specified hereafter.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Liberator Medical Holdings, Inc.)

Compliance with Covenants. The Company shall have performed and complied observed in all material respects with all covenants, agreements, covenants and conditions required by this Agreement agreements to be performed or complied observed by it prior to the Company under this Agreement at or at before the Closing DateClosing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Erd Waste Corp)

Compliance with Covenants. The Company shall have performed and complied in all material respects with all covenants, agreements, and conditions required by covenants of this Agreement to be performed or complied with by it at or prior to or at the Closing DateEffective Time, and the Company shall have delivered to Fiserv, Fiserv Solutions and Fiserv Sub a certificate of an authorized officer of the Company to that effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Insurance Management Solutions Group Inc)

Compliance with Covenants. The Company shall have has performed and complied in all material respects with all covenants, agreements, and conditions required by covenants of this Agreement to be performed or complied with or by it at or prior to the Effective Date (except where such non-compliance would not have an Adverse Effect on the Company or at prevent it from consummating the Closing Datetransactions contemplated hereby), and the Company has delivered to Fiserv and Fiserv Clearing a certificate to that effect.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fiserv Inc)

Compliance with Covenants. The Company shall have complied with or performed and complied in all material respects its obligations required to be complied with all covenants, agreements, and conditions required or performed by it under this Agreement to be performed or complied by it prior to or at the Closing DateClosing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Owens & Minor Inc/Va/)

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