Conditions to Closing. The obligations of each Party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at or prior to the Closing, of each of the following conditions:
Appears in 7 contracts
Samples: Unit Exchange Agreement (Triller Corp.), Share Exchange Agreement (Reborn Coffee, Inc.), Share Exchange Agreement (Capax Inc.)
Conditions to Closing. The obligations of each Party to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment, satisfaction at or prior to the Closing, of each Closing of the following conditions, any of which may be waived in writing by the Party entitled to the benefit thereof, in whole or in part, to the extent permitted by the applicable law:
Appears in 5 contracts
Samples: Agreement—liquidity (Marathon Patent Group, Inc.), Agreement—dynamic Advances (Marathon Patent Group, Inc.), Merger Agreement (Marathon Patent Group, Inc.)
Conditions to Closing. The obligations of each Party party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at or prior to the Closing, of each of the following conditions:
Appears in 4 contracts
Samples: Common Unit Repurchase Agreement (Sunoco LP), Asset Purchase Agreement (Beam Global), Asset Purchase Agreement (Troika Media Group, Inc.)
Conditions to Closing. The obligations obligation of each Party party to consummate the transactions contemplated by this Agreement shall be is subject to the fulfillment, at or prior to the Closing, of each satisfaction of the following conditionsconditions on or before the Closing Date:
Appears in 4 contracts
Samples: Seller Transfer and Sale Agreement (Education Capital I LLC), Depositor Transfer and Sale Agreement (Education Capital I LLC), Transfer and Sale Agreement (Student Loan Funding LLC)
Conditions to Closing. The respective obligations of each Party party to consummate this Agreement to effect the transactions contemplated by this Agreement hereby shall be subject to the fulfillment, satisfaction at or prior to the Closing, of each closing date of the following conditions:
Appears in 4 contracts
Samples: Share Purchase Agreement (Mer Telemanagement Solutions LTD), Share Purchase Agreement (Friedman Tzvika), Share Purchase Agreement (Challen Roger)
Conditions to Closing. The Except as may be waived in writing by the parties, all of the obligations of each Party to consummate the transactions contemplated by parties under this Agreement shall be are subject to the fulfillment, at or prior to or at the ClosingClosing on the Closing Date, of each of the following conditions:
Appears in 4 contracts
Samples: Stock Purchase Agreement (Gondwana Energy LTD / Ny), Common Stock Purchase Agreement (Icop Digital, Inc), Stock Purchase Agreement (Navidec Financial Services, Inc.)
Conditions to Closing. The obligations obligation of each Party to consummate the transactions contemplated by this Agreement shall be is subject to the fulfillment, at on or prior to before the ClosingClosing Date, of each of the following conditions:
Appears in 3 contracts
Samples: Purchase Agreement (Moroun Matthew T), Purchase Agreement (Moroun Matthew T), Purchase Agreement (Moroun Matthew T)
Conditions to Closing. The obligations of each Party Each Party’s obligation to consummate the transactions contemplated by this Agreement shall set forth herein will be subject to satisfaction or waiver by the fulfillment, at or prior to the Closing, appropriate Party of each of the following conditionsconditions on or before the Closing Date:
Appears in 3 contracts
Samples: Share Exchange Agreement (Ominto, Inc.), Share Exchange Agreement (Ominto, Inc.), Share Exchange Agreement (Ominto, Inc.)
Conditions to Closing. Section 7.1 Mutual Conditions The respective obligations of each Party party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, fulfillment at or prior to the Closing, of each Closing of the following conditions:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Counsel Corp), Purchase Agreement (Bergen Brunswig Corp), Stock Purchase Agreement (Bergen Brunswig Corp)
Conditions to Closing. The respective obligations of each Party party to consummate effect the transactions contemplated by this Agreement shall be subject to the fulfillment, fulfillment at or prior to the Closing, of each Effective Date of the following conditions:
Appears in 3 contracts
Samples: Acquisition Agreement (8x8 Inc /De/), Acquisition Agreement, Acquisition Agreement (Fastcomm Communications Corp)
Conditions to Closing. The obligations obligation of each Party to consummate the transactions contemplated by this Agreement Closing Transactions shall be subject to the fulfillment, at or prior to the Closing, of each of the following conditionsconditioned as follows:
Appears in 3 contracts
Samples: Restructuring Agreement (Carlyle Real Estate LTD Partnership Xiv /Il/), Restructuring Agreement (JMB Manhattan Associates LTD), Restructuring Agreement (Carlyle Real Estate LTD Partnership Xiii)
Conditions to Closing. The respective obligations of each Party the Parties to consummate the transactions contemplated by this Agreement Transaction hereunder shall be subject to the fulfillment, at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Convertible Bond Purchase Agreement (ThaiLin Semiconductor Corp.), Convertible Bond Purchase Agreement (NextGlass Technologies Corp.)
Conditions to Closing. The respective obligations of each Party the parties to consummate the several transactions contemplated by this Agreement at the Closing shall be subject to the fulfillment, at or prior to the Closing, of each performance of the following conditionsconditions to the satisfaction of the party intended to benefit from such performance:
Appears in 2 contracts
Samples: Share Purchase Agreement (My Personal Salon Inc), Share Purchase Agreement (My Personal Salon Inc)
Conditions to Closing. The obligations of each Party the Partnership Parties to consummate the transactions contemplated by this Agreement Transaction shall be subject to the fulfillment, at fulfillment on or prior to the Closing, Closing Date of each of the following conditions:
Appears in 2 contracts
Samples: Unit Purchase Agreement (Kestrel Energy Partners LLC), Unit Purchase Agreement (Star Gas Partners Lp)
Conditions to Closing. Section 6.1 Conditions to Each Party's Obligations. The respective obligations of each Party to consummate effect the transactions contemplated by this Agreement shall will be subject to the fulfillment, fulfillment at or prior to the Closing, Closing of each of the following conditions:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Phoenix International LTD Inc), Asset Purchase Agreement (London Bridge Software Holdings PLC)
Conditions to Closing. The obligations of each Party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at or prior to the Closing, obligation of each of the following conditionsparties to perform this Agreement is contingent upon the following:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Patterson Uti Energy Inc), Limited Liability Company Purchase Agreement (Uti Energy Corp)
Conditions to Closing. The respective obligations of each Party of the parties to consummate the transactions contemplated by this Agreement shall be hereby are subject to the fulfillment, at fulfillment (or waiver by the applicable party) on or prior to the Closing, Closing Date of each of the following conditions:
Appears in 2 contracts
Samples: Deferred Closing and Registration Rights Agreement (Siga Technologies Inc), Deferred Closing and Registration Rights Agreement (MacAndrews & Forbes Holdings Inc.)
Conditions to Closing. The obligations of each Party the parties to consummate the --------------------- exchange of shares and the other transactions contemplated by this Agreement shall be subject to the fulfillment, at or prior to the Closing, of each of the following conditions:.
Appears in 2 contracts
Samples: Share Exchange Agreement (AXIOM III, Inc.), Share Exchange Agreement (Xenicent Inc)
Conditions to Closing. The respective obligations of each Party to consummate effect this Agreement and the transactions contemplated by this Agreement herein shall be subject to the fulfillment, satisfaction at or immediately prior to the Closing, of each Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ensource Energy Income Fund LP), Agreement and Plan of Merger (Ensource Energy Income Fund LP)
Conditions to Closing. Conditions to Obligations of All Parties . The obligations of each Party party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Golden Entertainment, Inc.), Unit Purchase Agreement (Sun Hydraulics Corp)
Conditions to Closing. The obligations obligation of each Party any of the Parties to consummate the transactions contemplated by this Agreement shall be is subject to the fulfillment, at or prior to the Closing, of each satisfaction of the following conditions:conditions on or before the Closing Date:
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Consolidation Agreement
Conditions to Closing. The respective obligations of each Party party to consummate the Closing and the transactions contemplated by this Agreement to occur thereat shall be subject to the fulfillmentfulfillment or written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Conditions to Closing. The respective obligations of each Party to consummate effect the transactions contemplated by under this Agreement shall be subject to the fulfillmentsatisfaction, at or prior to the ClosingClosing Date, of each of the following conditions:conditions (the performance of any of which by the other Party may be waived in writing by QIAGEN or BECTON, as the case may be):
Appears in 1 contract
Samples: Master Agreement
Conditions to Closing. The obligations of each Party the parties to consummate --------------------- the transactions contemplated by this Agreement shall be subject to satisfaction, on or before the fulfillment, at or prior to the Closing, Closing of each of the following conditionsconditions unless waived in writing by the party to be so satisfied:
Appears in 1 contract
Conditions to Closing. The obligations of each Party to consummate the transactions contemplated by this Agreement Acquisition shall be subject to the fulfillment, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Conditions to Closing. Conditions to Obligations of All Parties . The obligations of each Party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillmentsatisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Asset Purchase and License Agreement (KalVista Pharmaceuticals, Inc.)
Conditions to Closing. The obligations of each Party party to consummate engage in the transactions contemplated by this Agreement shall be are subject to the fulfillment, at or prior to or on the ClosingClosing Date, of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Arc Communications Inc)
Conditions to Closing. The obligations obligation of each Party party to consummate effect the Closing of the transactions contemplated by under this Agreement shall be Agreement, including the Mergers, is subject to the fulfillment, fulfillment at or prior to before the Closing, of each Closing Date of the following conditions, any of which may be waived:
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Middlefield Banc Corp)
Conditions to Closing. The obligations obligation of each Party the Parties to consummate the transactions contemplated provided for by this Agreement shall be is subject to the fulfillment, at or prior to the Closing, satisfaction of each of the following conditions, any of which can be waived by the Party for whose benefit such condition was included:
Appears in 1 contract
Conditions to Closing. The obligations of each any Party to proceed with Closing and to consummate the transactions Transactions contemplated by this the Transaction Agreement shall be are subject to the fulfillment, at or prior to the Closing, of each other Party’s satisfaction of the following conditions, unless waived:
Appears in 1 contract
Samples: Transaction Agreement (Old Dominion Electric Cooperative)
Conditions to Closing. The obligations of each Party the parties hereto to consummate the transactions contemplated by this Agreement to occur at the Closing shall be subject to the fulfillmentsatisfaction, at or waiver by the appropriate party or parties, on or prior to the Closing, of each Closing Date of the following conditions:conditions precedent (except that the obligation of any party shall not be subject to such party's own performance or compliance): 5.1.
Appears in 1 contract
Conditions to Closing. The obligations obligation of each Party to consummate the transactions contemplated by Parties under this Agreement shall be subject to the fulfillment, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Debt Purchase and Assignment Agreement (Target Group Inc.)
Conditions to Closing. The obligations of each Party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Exchange Agreement (DST Systems Inc)
Conditions to Closing. The obligations of each Party of the parties to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at or prior to the Closing, of each of the following conditions, any or all of which may be waived by the parties:
Appears in 1 contract
Samples: Stock Purchase Agreement (Rodman & Renshaw Capital Group Inc)
Conditions to Closing. 3.1. The obligations of each Party the parties to consummate the transactions contemplated by one another under this Agreement shall be at the Closing are subject to the fulfillment, at satisfaction or waiver by the party entitled to waive such condition prior to the Closing, Closing of each of the following conditions:
Appears in 1 contract
Samples: Equity Interest Purchase and Capital Increase Agreement (Linktone LTD)
Conditions to Closing. The obligations of each Party to consummate the transactions contemplated by parties under this --------------------- Agreement shall be are subject to the fulfillment, at fulfillment or prior to the Closing, of each waiver of the following conditions:
Appears in 1 contract
Conditions to Closing. (a) The obligations of each Party to consummate the transactions contemplated by that are to be consummated at the Closing pursuant to the terms of this Agreement shall be subject to the fulfillmentsatisfaction, at or prior to as of the ClosingClosing Date, of each of the following conditions:conditions (any of which may be waived by the Parties in whole or in part):
Appears in 1 contract
Samples: Assignment and Assumption Agreement (Sequential Brands Group, Inc.)
Conditions to Closing. 7.1 Conditions to Each Party's Obligations. The respective obligations of each Party party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, fulfillment at or prior to the Closing, of each Closing Date of the following conditions:
Appears in 1 contract
Samples: Agreement (Kirlin Holding Corp)
Conditions to Closing. 6.1. Conditions to the Obligations of the Parties. The obligations of each Party of the parties to consummate the transactions contemplated by this Agreement shall be hereby are subject to the fulfillment, fulfillment at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Conditions to Closing. The obligations of each Party Each Party's obligation to consummate execute this Agreement, to effect the transactions contemplated by this Agreement shall hereby and to take the other actions required to be taken at the Closing is subject to the fulfillmentother Party's satisfaction, at or prior to the Closing, of each of the following conditions:conditions (any of which may be waived in whole or in part):
Appears in 1 contract
Samples: Asset Purchase Agreement (Platinum Superyachts Inc)
Conditions to Closing. The obligations obligation of the parties hereunder at each Party to consummate Closing and the consummation of the transactions contemplated by this Agreement shall be are subject to the fulfillment, at or prior to the Closing, satisfaction and fulfillment of each of the following conditions, unless waived by the respective parties hereto:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Fleetwood Enterprises Inc/De/)
Conditions to Closing. 7.1 CONDITIONS TO EACH PARTY'S OBLIGATIONS TO CONSUMMATE THE ACQUISITION. The respective obligations of each Party party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, fulfillment at or prior to the Closing, of each Closing Date of the following conditions:
Appears in 1 contract
Samples: Asset Purchase Agreement (Return on Investment Corp)
Conditions to Closing. The obligations obligation of each Party party to consummate the transactions contemplated by this Agreement to effect the Closing shall be subject to the fulfillment, at or prior to fulfillment by the Closing, of each other party of the following conditionsadditional conditions or the waiver of the fulfillment of such conditions by the party entitled to benefit therefrom:
Appears in 1 contract
Samples: Stock Purchase Agreement (Pequot Capital Management Inc/Ct/)
Conditions to Closing. The obligations of each Party party (treating the Sellers as one party and Buyer as the other) to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at or fulfillment prior to the Closing, or at Closing of each of the following conditions:
Appears in 1 contract
Samples: Purchase Agreement (Ziff Davis Inc)
Conditions to Closing. The obligations of each Party the Parties to consummate the transactions transaction contemplated by this Agreement shall be are subject to the fulfillment, at or prior to the Closing, satisfaction of each of the following conditionsconditions on or before the Closing Date:
Appears in 1 contract
Samples: Master Settlement Agreement (Solar Thin Films, Inc.)
Conditions to Closing. The obligations of each Party the Parties hereunder to consummate complete the transactions contemplated by this Agreement shall be subject to Transaction are conditioned on the fulfillment, at or prior to the Closing, of each occurrence of the following conditionsfollowing, without limitation:
Appears in 1 contract
Samples: Weyland Tech, Inc.
Conditions to Closing. The obligations of each Party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at or prior to before the Closing, of each of the following conditions:
Appears in 1 contract
Conditions to Closing. The obligations of each Party party to consummate engage in the transactions contemplated by this Agreement shall be are subject to the fulfillment, at or prior to or at the ClosingClosing Date, of each of the following conditions:
Appears in 1 contract
Conditions to Closing. The Except as may be waived in writing by the parties, all of the obligations of each Party to consummate the transactions contemplated by parties under this Agreement shall be are subject to the fulfillment, at or prior to or at the Closing, Closing of each of the following conditions:
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Icop Digital, Inc)
Conditions to Closing. The obligations of each Party party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillmentfulfillment or waiver, at or prior to before the ClosingClosing Date, of each of the following conditions:
Appears in 1 contract
Samples: Unit Transfer Agreement (Brookfield Asset Management Inc.)
Conditions to Closing. The obligations of each Party the Parties to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at fulfillment on or prior to the Closing, Closing of each of the following conditions:
Appears in 1 contract
Samples: Asset Purchase Agreement (Vallon Pharmaceuticals, Inc.)
Conditions to Closing. The obligations of each Party Each party’s respective obligation to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at or prior to the Closing, of each conditioned upon satisfaction of the following conditions:
Appears in 1 contract
Samples: Agreement of Merger
Conditions to Closing. The respective obligations of each Party party to consummate the transactions contemplated by this Agreement and to take the other actions required by this Agreement at the Closing shall be subject to the fulfillmentsatisfaction or, to the extent permitted by applicable Law, waiver at or prior to the Closing, of each Closing Date of the following conditions:
Appears in 1 contract
Samples: Asset Purchase Agreement (Digerati Technologies, Inc.)
Conditions to Closing. (a) The obligations of each Party the Parties to consummate the transactions contemplated by this Agreement shall be subject to the fulfillmentsatisfaction or waiver, at on or prior to before the ClosingClosing Date, of each of the following conditions:
Appears in 1 contract
Conditions to Closing. The obligations of each Party of the Parties to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment, at satisfaction on or prior to the Closing, Closing of each of the following conditions:
Appears in 1 contract
Samples: Restructuring Support Agreement (DENVER PARENT Corp)
Conditions to Closing. a. The obligations of each Party the parties hereto to consummate effect the transactions contemplated by this Agreement shall be subject to the fulfillment, fulfillment at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Samples: Stock Purchase Agreement stock Purchase Agreement (Dag Media Inc)
Conditions to Closing. The obligations of each Party party to this Agreement to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment, at or prior to the each Closing, of each of the following conditions:
Appears in 1 contract
Conditions to Closing. 7.3.1 The obligations of each Party the Parties to consummate the transactions contemplated by this Agreement shall be at Closing are subject to the fulfillment, fulfillment (or waiver where permissible) at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
