CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 82 contracts
Samples: Agreement of Merger (Mellanox Technologies, Ltd.), Agreement of Merger (Voltaire Ltd.), Agreement and Plan of Merger and Reorganization (Broadsoft Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfactionsatisfaction (or waiver by Parent), at or prior to the Closing, of each of the following conditions:
Appears in 14 contracts
Samples: Escrow Agreement (MergeWorthRx Corp.), Agreement and Plan of Merger and Reorganization (Sorrento Therapeutics, Inc.), Agreement and Plan of Merger (Sorrento Therapeutics, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect cause the Merger to be effected and otherwise consummate cause the transactions contemplated by this Agreement Contemplated Transactions to be consummated are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Acelrx Pharmaceuticals Inc), Agreement and Plan of Merger and Reorganization (Creative Realities, Inc.), Agreement and Plan of Merger (Western Capital Resources, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect cause the Merger to be effected and otherwise consummate cause the transactions contemplated by this Agreement to be consummated are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 10 contracts
Samples: Iii Agreement and Plan of Merger and Reorganization (Macromedia Inc), Agreement of Merger (Sun Pharmaceutical Industries LTD), Agreement and Plan of Merger (PortalPlayer, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement and the Related Agreements are subject to the satisfactionsatisfaction or written waiver by Parent, at or prior to the Closing, of each of the following conditions:
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Medicines Co /De), Agreement and Plan of Merger (Volcano CORP), Agreement and Plan of Merger and Reorganization (Celunol Corp)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement to be consummated at the Closing are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Rae Systems Inc), Agreement and Plan of Merger (Rae Systems Inc), Agreement of Merger (Nassda Corp)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfactionsatisfaction or waiver, at or prior to the Closing, of each of the following conditions:
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Knova Software, Inc.), Agreement and Plan of Merger and Reorganization (St. Bernard Software, Inc.), Agreement and Plan of Merger and Reorganization (MIGENIX Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement Transactions are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Aml Communications Inc), Agreement and Plan of Merger (Aml Communications Inc), Agreement and Plan of Merger (Aml Communications Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the following conditions, and upon consummation of the Closing, all conditions herein shall be deemed satisfied and any liability for failure to satisfy any condition herein shall be precluded:
Appears in 7 contracts
Samples: Agreement and Plan (Scopus Technology Inc), Agreement and Plan of Merger and Reorganization (Lipson David S), Agreement and Plan of Merger (Megabios Corp)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect cause the Merger to be effected and otherwise consummate cause the transactions contemplated by this Agreement to be consummated are subject to the satisfactionsatisfaction (or waiver by Parent), at or prior to the Closing, of each of the following conditions:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Under Armour, Inc.), Agreement and Plan of Merger (Under Armour, Inc.), Agreement and Plan of Merger (Veracyte, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement Contemplated Transactions are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 7 contracts
Samples: Agreement and Plan of Merger (CarLotz, Inc.), Agreement and Plan of Merger (Shift Technologies, Inc.), Agreement and Plan of Merger and Reorganization (TEKMIRA PHARMACEUTICALS Corp)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate cause the transactions contemplated by this Agreement to be consummated are subject to the satisfactionsatisfaction (or waiver by Parent), at or prior to the Closing, of each of the following conditions:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Life360, Inc.), Agreement and Plan of Merger (Pure Storage, Inc.), Agreement and Plan of Merger (Autodesk Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement Contemplated Transactions are subject to the satisfactionsatisfaction (or waiver by Parent), at or prior to the Closing, of each of the following conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Alphatec Holdings, Inc.), Agreement and Plan of Merger (Conexant Systems Inc), Agreement and Plan of Merger (Quest Software Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement and the Related Agreements are subject to the satisfactionsatisfaction or written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Titan Corp), Agreement and Plan of Merger (Titan Corp), Agreement and Plan of Merger (Catalyst International Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement Transactions are subject to the satisfactionsatisfaction or waiver, at or prior to the Closing, of each of the following conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Gray Television Inc), Escrow Agreement (Resmed Inc), Merger Agreement (ExlService Holdings, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect cause the Merger to be effected and otherwise consummate cause the transactions contemplated by this Agreement to be consummated are subject to the satisfactionsatisfaction or waiver, at or prior to the Closing, of each of the following conditions:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Versant Corp), Agreement and Plan of Merger (Versant Corp), Agreement and Plan of Merger (Transmeta Corp)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The respective obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction, satisfaction or waiver at or prior to the ClosingEffective Time, of each of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sunlink Health Systems Inc), Agreement and Plan of Merger (Triple S Plastics Inc), Agreement and Plan of Merger (Triple S Plastics Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement Contemplated Transactions are subject to the satisfactionsatisfaction or waiver by Parent, at or prior to the Closing, of each of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Lockheed Martin Corp), Agreement and Plan of Merger (Aerojet Rocketdyne Holdings, Inc.), Agreement and Plan of Merger
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfactionsatisfaction or written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cuseeme Networks Inc), Agreement and Plan (First Virtual Communications Inc), Agreement and Plan of Merger (Cuseeme Networks Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Vaughan Foods, Inc.), Agreement and Plan of Merger (Ebay Inc), Agreement and Plan of Merger (Gsi Commerce Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub Sub’s obligations to effect the Merger and otherwise consummate the other transactions contemplated by this Agreement are to occur in connection with the Closing is subject to the satisfaction, at satisfaction or prior to the Closing, waiver of each of the following conditions:condition precedent listed below.
Appears in 3 contracts
Samples: Merger Agreement and Plan of Reorganization (Wi-Tron, Inc.), Merger Agreement (Quikbyte Software Inc), Merger Agreement (Longfoot Communications Corp.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement to be consummated at the Closing are subject to the satisfaction, at or prior to the Closingconsummation of the Pre-Closing IP Transfer, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ixys Corp /De/), Agreement and Plan of Merger (Zilog Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfactionfulfillment, at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Gene Logic Inc), Agreement (Oncormed Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement Contemplated Transactions are subject to the satisfaction, at or prior to the Closing, Closing of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Manufacturers Services LTD), Agreement and Plan of Merger (Manufacturers Services LTD)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect cause the Merger Mergers to be effected and otherwise consummate cause the transactions contemplated by this Agreement Contemplated Transactions to be consummated are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Sirenza Microdevices Inc), Agreement and Plan of Merger and Reorganization (Rf Micro Devices Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect cause the Merger to be effected and otherwise consummate cause the transactions contemplated by this Agreement Contemplated Transactions to be consummated are subject to the satisfactionsatisfaction (or waiver by Parent), at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Stock Purchase Agreement (RealPage, Inc.), Agreement and Plan of Merger (Ca, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, Closing of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Protein Design Labs Inc/De), Agreement and Plan of Merger (Vertex Pharmaceuticals Inc / Ma)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement to be consummated at the Closing are subject to the satisfactionsatisfaction (or waiver by Parent in its sole discretion), at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement of Merger (Ipass Inc), Agreement of Merger (GoRemote Internet Communications, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfactionsatisfaction (or waiver by Parent), at or prior to the Closing, of each of the following additional conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Select Medical Corp), Agreement and Plan (Select Medical Corp)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations obligation of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are is subject to the satisfaction, at satisfaction or prior waiver by Parent (to the Closing, extent the Closing may legally be effected despite the non-fulfillment of each such condition) of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gleacher & Company, Inc.), Agreement and Plan of Merger (Broadpoint Securities Group, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect cause the Merger to be effected and otherwise consummate cause the transactions contemplated by this Agreement Contemplated Transactions to be consummated are subject to the satisfactionsatisfaction or written waiver by Parent, at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Precision Therapeutics Inc.), Agreement and Plan of Merger
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement other Transactions are subject to the satisfactionsatisfaction or waiver by Parent (to the extent permitted by applicable Law), at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Evans Hugh D), Agreement and Plan of Merger (Anaren Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by under this Agreement are subject to the satisfaction, at or prior to before the ClosingClosing Date, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mount TAM Biotechnologies, Inc.), Agreement and Plan of Merger (One World Holdings, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfactionsatisfaction or written waiver by Parent, at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan (Applied Micro Circuits Corp), Agreement and Plan (Applied Micro Circuits Corp)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, at satisfaction (or prior to the Closing, of each waiver by Parent in writing) of the following conditionsconditions as of the Closing Date:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Viggle Inc.), Agreement and Plan of Merger (Viggle Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the consummation of the transactions contemplated by this Agreement are hereby shall be subject to the satisfaction, at or prior to the Closing, of each satisfaction of the following conditions:, which may be expressly waived only in writing signed by Parent.
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Zillow Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by at Closing under this Agreement are subject to the satisfaction, at satisfaction (or prior to the Closing, of each written waiver by Parent) of the following conditions:conditions precedent on or before the Effective Time: 75
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub under this Agreement to effect the Merger and otherwise consummate the transactions contemplated hereby and by this Agreement are the Ancillary Agreements will be subject to the satisfaction, at or prior to the Closing, of each of the following conditions, which may be waived in writing at the option of Parent:
Appears in 1 contract
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. (lx) The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement Contemplated Transactions are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Advanced Photonix Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfactionsatisfaction (or waiver by the Parent), at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are shall be subject to the satisfaction, at or prior to the Closing, satisfaction of each all of the following conditions, and the continued satisfaction or validity of such conditions on the Closing Date, any one or more of which may be waived by the Parent in its sole discretion:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Great Plains Holdings, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect consummate the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:conditions (any of which may be waived by Parent in whole or in part):
Appears in 1 contract
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:conditions (except to the extent waived by Parent):
Appears in 1 contract
Samples: Agreement of Merger and Plan of Reorganization (Micronetics Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations obligation of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are Contemplated Transactions is subject to the satisfactionsatisfaction or waiver by Parent and Merger Sub, at on or prior to before the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Rent a Center Inc De)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect cause the Merger to be effected and to otherwise consummate cause the transactions contemplated by this Agreement Transactions to be consummated are subject to the satisfactionsatisfaction (or waiver by Parent if permitted by Law), at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dave & Buster's Entertainment, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated Transactions Contemplated by this Agreement are subject to the satisfactionsatisfaction (or waiver by Parent), at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (PTC Therapeutics, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:, and upon consummation of the Closing, all conditions herein shall be deemed satisfied and any liability for failure to satisfy any condition herein shall be precluded: 6.1
Appears in 1 contract
Samples: Agreement and Plan of Merger And (First Consulting Group Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise to consummate the transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the following conditions, provided that any of such conditions may be waived in writing by Parent and Merger Sub unless prohibited by applicable Legal Requirements:
Appears in 1 contract
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations obligation of Parent and Merger Sub to effect the Merger, and Parent to effect the Merger and the Contribution, and otherwise consummate cause the transactions contemplated by this Agreement Contemplated Transactions to be consummated, are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Merger and Contribution Agreement (Western Capital Resources, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement Contemplated Transactions are subject to the satisfactionsatisfaction or waiver, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfactionfulfillment, at or prior to the Closing, of each of the following conditions:conditions set forth below.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Asyst Technologies Inc /Ca/)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate to take the transactions contemplated other actions required to be taken by this Agreement them at the Closing are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:conditions (any of which may be waived by Parent and Merger Sub, in whole or in part):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Scripps E W Co /De)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfactionsatisfaction (or waiver by Parent, to the extent permitted by law), at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fusion Acquisition Corp.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the other transactions contemplated by this Agreement are subject to the satisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement are subject to the satisfaction, or written waiver by Parent, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dole Food Company Inc)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations obligation of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by under this Agreement are subject to the satisfaction, at or prior to the Closing, fulfillment of each of the following conditions, any or all of which may be waived in whole or in part by Parent, in its sole discretion:
Appears in 1 contract
Samples: Agreement and Plan of Merger (United Benefits & Pension Services, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement and the Escrow Agreement are subject to the satisfactionsatisfaction or written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Xxxxxx Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement Agreement, including the Merger, are subject to the satisfactionsatisfaction of the following conditions, at or prior to the Closing, of each of the following conditionsunless waived (in whole or in part) by Parent or Merger Sub in writing:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Clinigence Holdings, Inc.)
CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT AND MERGER SUB. The obligations of Parent and Merger Sub to effect the Merger and otherwise consummate the transactions contemplated by this Agreement to be consummated at the Closing are subject to the satisfactionsatisfaction or the written waiver by Parent, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Orgenesis Inc.)
