CONDITIONS TO OBLIGATIONS OF CENTRAL JERSEY Sample Clauses

CONDITIONS TO OBLIGATIONS OF CENTRAL JERSEY. The obligation of Central Jersey to consummate the Merger as contemplated herein is subject to each of the following conditions, unless waived as hereinafter provided for:
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CONDITIONS TO OBLIGATIONS OF CENTRAL JERSEY. 37 Section 9.1. Representations and Warranties. 37 Section 9.2. Performance of Obligations. 37 Section 9.3. Certificate Representing Satisfaction of Conditions. 37 Section 9.4. Consents Under Agreements. 37 Section 9.5. OceanFirst Shares. 38 Section 9.6. Receipt of Voting Agreements. 38 Section 9.7. Employment. 38 ARTICLE X. TERMINATION, WAIVER AND AMENDMENT 38 Section 10.1. Termination. 38 Section 10.2. Effect of Termination; Termination Fee. 39 Section 10.3. Amendments. 39 Section 10.4. Waivers. 39 Section 10.5. Non-Survival of Representations, Warranties and Covenants. 40 ARTICLE XI. MISCELLANEOUS 40 Section 11.1. Definitions. 40 Section 11.2. Entire Agreement. 42 Section 11.3. Notices. 42 Section 11.4. Severability. 43 Section 11.5. Costs and Expenses. 43 Section 11.6. Captions. 43 Section 11.7. Counterparts. 43 Section 11.8. Persons Bound; No Assignment. 43 Section 11.9. Governing Law. 43 Section 11.10. Exhibits and Schedules. 44 Section 11.11. Waiver. 44 Section 11.12. Construction of Terms. 44 Section 11.13. Entire Agreement; No Third Party Beneficiaries. 44 AGREEMENT AND PLAN OF MERGER By and Between OCEANFIRST FINANCIAL CORP. AND CENTRAL JERSEY BANCORP This AGREEMENT AND PLAN OF MERGER, dated as of the 26th day of May, 2009 (this “Agreement”), by and between OCEANFIRST FINANCIAL CORP, a Delaware corporation (“OceanFirst”), and CENTRAL JERSEY BANCORP, a New Jersey corporation (“Central Jersey”) (collectively, the “Parties”). WITNESSETH THAT:
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Related to CONDITIONS TO OBLIGATIONS OF CENTRAL JERSEY

  • Conditions to Obligations of Company The obligation of Company to effect the Merger is also subject to the satisfaction or waiver by Company at or prior to the Effective Time of the following conditions:

  • Conditions to Obligations of the Company The Company’s obligation to sell and issue the Shares and the Warrants at the Closing is subject to the fulfillment to the satisfaction of the Company on or prior to the Closing Date of the following conditions, any of which may be waived by the Company:

  • Conditions to Obligations OF EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of the following conditions:

  • Conditions to Obligations of the Buyer The obligations of the Buyer 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 of which may be waived in writing by the Buyer in its sole discretion:

  • Conditions to Obligations of Parent The obligation of Parent to effect the Merger is further subject to satisfaction or waiver of the following conditions:

  • Conditions to Obligations of the Seller The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each of the following conditions:

  • Conditions to Obligations of the Purchasers The obligations of the Purchasers to consummate the transactions contemplated hereby shall be subject to the satisfaction or waiver at or prior to the Closing of each of the following conditions:

  • Conditions to Obligations of the Sellers The obligations of the Sellers 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:

  • Conditions to Obligations of the Investors The obligation of each Investor to purchase the Units at the Closing is subject to the fulfillment on or prior to the Closing Date of the following conditions, any of which may be waived by such Investor:

  • Conditions to Obligations of the Purchaser The obligations of the Purchaser to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each of the following conditions:

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