Common use of Conditions to Obligations of the Seller Clause in Contracts

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:

Appears in 49 contracts

Samples: Stock and Asset Purchase Agreement (S&P Global Inc.), Purchase Agreement (Mueller Water Products, Inc.), Stock Purchase Agreement (Rohm & Haas Co)

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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 waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 31 contracts

Samples: Membership Interest Purchase Agreement (Matson, Inc.), Asset Purchase Agreement (Arbor Realty Trust Inc), Asset Purchase Agreement (Evolving Systems Inc)

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

Appears in 20 contracts

Samples: Asset Purchase Agreement (Artisoft Inc), Asset Purchase Agreement (World Energy Solutions, Inc.), Asset Purchase Agreement (Cynosure Inc)

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 waiverfulfillment, at or prior to the Closing, of each of the following conditions:

Appears in 16 contracts

Samples: Asset Purchase Agreement (General Components, Inc.), Stock Purchase Agreement (Ugods, Inc.), Stock Purchase Agreement (Republic Resources Inc /Co/)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to the ClosingClosing Date, of each of the following conditionsconditions precedent, each of which may be waived in writing at the sole discretion of the Seller:

Appears in 16 contracts

Samples: Asset Purchase Agreement (Amtech Systems Inc), Asset Purchase Agreement (Amtech Systems Inc), Asset Purchase Agreement (Careinsite Inc)

Conditions to Obligations of the Seller. The obligations obligation 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:

Appears in 8 contracts

Samples: Stock Purchase Agreement (Hc2 Holdings, Inc.), Stock Purchase Agreement (Wiley John & Sons Inc), Stock Purchase Agreement (Viacom Inc)

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

Appears in 7 contracts

Samples: Asset Purchase Agreement (Earthcare Co), Stock Purchase Agreement (World Fuel Services Corp), Stock Purchase Agreement (Earthcare Co)

Conditions to Obligations of the Seller. The obligations obligation of the Seller to consummate effect the transactions sale of the Purchased Assets contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each Closing Date of the following additional conditions:

Appears in 6 contracts

Samples: Asset Sales Agreement (NRG Energy Inc), Asset Purchase Agreement (Orion Power Holdings Inc), Asset Purchase Agreement (Somerset Power LLC)

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 waiverthe Seller’s waiver in writing, at or prior to the Closing, of each of the following conditions:

Appears in 6 contracts

Samples: Share Purchase Agreement (Fast Track Solutions, Inc.), Share Purchase Agreement (Fast Lane Holdings, Inc.), Share Purchase Agreement (Turnkey Solutions, Inc.)

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

Appears in 6 contracts

Samples: Profit Interest Agreement (Asia Entertainment & Resources Ltd.), Profit Interest Agreement (Asia Entertainment & Resources Ltd.), Profit Interest Agreement (Macau Resources Group LTD)

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 the Seller’s waiver, at or prior to the Closing, of each of the following conditions:

Appears in 6 contracts

Samples: Purchase Agreement (Smith & Wesson Holding Corp), Asset Purchase Agreement (Pressure Biosciences Inc), Class Aq Unit Purchase Agreement (ARKO Corp.)

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

Appears in 6 contracts

Samples: Transaction Agreement (Credit Suisse Group), Transaction Agreement (Credit Suisse First Boston Usa Inc), Agreement (Credit Suisse First Boston Usa Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by execute this Agreement and perform its obligations hereunder shall be subject to the fulfillment satisfaction (or written waiverwaiver by the Seller, at its sole discretion), at or prior to the Closing, of each of the following conditions:

Appears in 5 contracts

Samples: Stock Purchase Agreement (Scana Corp), Stock Purchase Agreement (Intercel Inc/De), Stock Purchase Agreement (Powertel Inc /De/)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be are subject to the satisfaction or fulfillment or written waiver, at or prior to the Closing, of each Closing of the following conditions, any of which may be waived in whole or in part by the Seller in writing:

Appears in 5 contracts

Samples: Asset Purchase Agreement (Benedek Communications Corp), Asset Purchase Agreement (Pulitzer Inc), Asset Purchase Agreement (Hearst Argyle Television Inc)

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

Appears in 5 contracts

Samples: Purchase Agreement (Cambridge Advantaged Properties Ii Limited Partnership), Purchase Agreement (Cambridge Related Housing Properties Limited Partnership), Purchase Agreement (Freedom Tax Credit Plus Lp)

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 satisfaction (or written waiverwaiver by the Seller, at its sole discretion), at or prior to the Closing, of each of the following conditions:

Appears in 5 contracts

Samples: Stock Purchase Agreement (Powertel Inc /De/), Investment Agreement (Metro One Telecommunications Inc), Stock Purchase Agreement (Powertel Inc /De/)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to before the ClosingClosing Date, of each of the following conditions, any one or more of which may be waived by the Seller in its sole discretion:

Appears in 5 contracts

Samples: Share Exchange Agreement (Future FinTech Group Inc.), Share Exchange Agreement (Future FinTech Group Inc.), Share Exchange Agreement (Future FinTech Group Inc.)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to the ClosingClosing Date, of each of the following conditionsconditions precedent, each of which may be waived in writing in the sole discretion of the Seller:

Appears in 4 contracts

Samples: Purchase Agreement (Harbor Global Co LTD), Purchase Agreement (Harbor Global Co LTD), Purchase Agreement (Harbor Global Co LTD)

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:

Appears in 4 contracts

Samples: Asset Purchase Agreement (Ebenx Inc), Purchase Agreement (Be Aerospace Inc), Asset Purchase Agreement (Comtech Telecommunications Corp /De/)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by the Seller:

Appears in 3 contracts

Samples: Partnership Interest Purchase Agreement (Paincare Holdings Inc), Asset Purchase Agreement (Digital Music Group, Inc.), Partnership Interest Purchase Agreement (Paincare Holdings Inc)

Conditions to Obligations of the Seller. The obligations obligation of the Seller to consummate effect the transactions sale of the Assets contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each Closing Date of the following additional conditions:

Appears in 3 contracts

Samples: Asset Sale Agreement (Commonwealth Energy System), Asset Sale Agreement (Cambridge Electric Light Co), Asset Sale Agreement (Canal Electric Co)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be at the Closing are subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, of each Closing of the following conditions:conditions set forth below, unless waived in writing by the Seller.

Appears in 3 contracts

Samples: Token Purchase Agreement, Share Purchase Agreement (WeTrade Group Inc.), Share Purchase Agreement (AutoTrader Group, Inc.)

Conditions to Obligations of the Seller. The obligations of the --------------------------------------- Seller to consummate this Agreement and the transactions contemplated by this Agreement shall be hereby are subject to the fulfillment or written waiverfulfillment, at or prior to or at the Closing, of each of the following conditionsconditions precedent:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Asi Solutions Inc), Asset Purchase Agreement (Asi Solutions Inc), Asset Purchase Agreement (Asi Solutions Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (A. H. Belo Corp), Asset Purchase Agreement (New Media Investment Group Inc.)

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

Appears in 3 contracts

Samples: Membership Interest Purchase Agreement (Assisted 4 Living, Inc.), Membership Interest Purchase Agreement (Assisted 4 Living, Inc.), Membership Interest Purchase Agreement (Assisted 4 Living, Inc.)

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, Closing Time of each of the following conditions:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Elizabeth Arden Inc), Asset Purchase Agreement (French Fragrances Inc), Asset Purchase Agreement (French Fragrances Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment fulfillment, on or written waiverbefore the Closing Date, at or prior to the Closing, of each of the following conditionsconditions precedent, each of which may be waived in writing at the sole discretion of the Seller:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Ciphergen Biosystems Inc), V Asset Purchase Agreement (Ciphergen Biosystems Inc), Asset Purchase Agreement (Ciphergen Biosystems Inc)

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 waiverwaiver by the Seller, at or prior to the Closing, of each of the following conditions:

Appears in 3 contracts

Samples: Stock Purchase Agreement (Macquarie Infrastructure Assets LLC), Security Purchase Agreement (Macquarie Infrastructure Assets LLC), Stapled Security Purchase Agreement (Macquarie Infrastructure CO Trust)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be and the Transaction Documents are subject to the fulfillment or written waiversatisfaction or, to the extent permitted by applicable Law, waiver of the following conditions at or prior to the Closing, of each of the following conditionsClosing Date:

Appears in 3 contracts

Samples: Guaranty Agreement (Green Plains Inc.), Guaranty Agreement (Green Plains Inc.), Asset Purchase Agreement (Green Plains Inc.)

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

Appears in 3 contracts

Samples: Equity and Asset Purchase Agreement (Sears Hometown & Outlet Stores, Inc.), Asset Purchase Agreement (Glatfelter P H Co), Equity and Asset Purchase Agreement (Liberty Tax, Inc.)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be the Transaction Documents are subject to the fulfillment or written waiverfulfillment, at or prior to before the ClosingClosing Date, of each of the following conditions, any one or more of which may be waived by the Seller in its sole discretion:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Information Holdings Inc), Asset Purchase Agreement (Information Holdings Inc), Asset Purchase Agreement (Sirco International Corp)

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 waiverfulfillment, at or prior to the Purchase Closing, of each of the following conditions, any of which, to the extent permitted by applicable Law, may be waived in writing by the Seller in its sole discretion:

Appears in 3 contracts

Samples: Stock Purchase Agreement (Herman Miller Inc), Stock Purchase Agreement (Knoll Inc), Stock Purchase Agreement (Global Furniture Holdings S.a r.l)

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

Appears in 3 contracts

Samples: Stock Purchase Agreement (Ivoice, Inc /De), Stock Purchase Agreement (Thomas Pharmaceuticals, Ltd.), Stock Purchase Agreement (Ivoice, Inc /De)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment satisfaction or written waiver, waiver (if permitted by applicable Law) at or prior to the Closing, Closing of each of the following additional conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Global Power Equipment Group Inc.)

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

Appears in 2 contracts

Samples: Master Transaction Agreement (Equitable Holdings, Inc.), Stock Purchase Agreement (Ge Financial Assurances Holdings Inc)

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

Appears in 2 contracts

Samples: Acquisition Agreement (Allegheny Energy Inc), Acquisition Agreement (Monongahela Power Co /Oh/)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Charter Communications Inc /Mo/), Asset Purchase Agreement (Atlantic Broadband Finance, LLC)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of the following conditions precedent, each of which may be waived in writing at the following conditionssole discretion of the Seller:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Happy Kids Inc), Asset Purchase Agreement (Hie Inc)

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, Closing Date of each of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Bitech Technologies Corp), Asset Purchase Agreement (Bitech Technologies Corp)

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 waiverfulfillment, at or prior to as of the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 2 contracts

Samples: Interest Purchase Agreement (Avnet Inc), Interest Purchase Agreement (Tech Data Corp)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment satisfaction or written waiver, waiver (if permitted by applicable Law) at or prior to the Closing, Closing of each of the following conditions:

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Community Choice Financial Inc.), Equity Purchase Agreement (Westlake Chemical Corp)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by described in Article II of this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to before the Closing, of each of the following conditions:conditions (all or any of which may be waived in whole or in part by the Seller):

Appears in 2 contracts

Samples: Stock Purchase Agreement (Ceres Group Inc), Lease Agreement (Americo Life Inc)

Conditions to Obligations of the Seller. The obligations obligation 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:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Risk Capital Holdings Inc), Asset Purchase Agreement (White Mountains Insurance Group LTD)

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, Closing of each of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Durect Corp), Asset Purchase Agreement (Telenav, Inc.)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be are subject to the satisfaction or fulfillment or written waiver, at or prior to the Closing, of each Closing of the following conditionsconditions any of which may be waived in whole or in part by the Seller in writing:

Appears in 2 contracts

Samples: Share Purchase Agreement (GateHouse Media, Inc.), Share Purchase Agreement (Surewest Communications)

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

Appears in 2 contracts

Samples: Stock Purchase Agreement (E Com Ventures Inc), Stock Purchase Agreement (Envision Development Corp /Fl/)

Conditions to Obligations of the Seller. The obligations Subject to the last sentence of this Section 6.2, the obligation of the Seller to consummate the transactions contemplated by this Agreement to be consummated at the Closing with respect to the Buyer shall be subject to the fulfillment or written waiver, at or prior to following additional conditions unless waived in writing by the Closing, of each of the following conditionsSeller:

Appears in 2 contracts

Samples: Stock Purchase and Sale Agreement (American Technologies Group Inc), Stock Purchase and Sale Agreement (American Technologies Group Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to satisfaction (or, to the fulfillment or written extent permitted by applicable Law, waiver, ) at or prior to the Closing, of each Closing of the following conditions:

Appears in 2 contracts

Samples: Transition and Linking Agreement (Costar Group Inc), Asset Purchase Agreement (KCI Animal Health, LLC)

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

Appears in 2 contracts

Samples: Sale, Purchase and Contribution Agreement (Albemarle Corp), Sale, Purchase and Contribution Agreement (W R Grace & Co)

Conditions to Obligations of the Seller. The obligations obligation of the Seller Sellers to consummate the transactions contemplated by this Agreement shall to be consummated at the Closing is subject to the fulfillment satisfaction or written waiver, at or prior to the Closing, of each waiver of the following additional conditions:

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Lionbridge Technologies Inc /De/), Agreement and Plan of Merger (Bowne & Co Inc)

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 on or prior to the ClosingClosing Date, of each of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Nash Finch Co), Asset Purchase Agreement (Roundys Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall to be performed at the Closing are subject to the satisfaction or fulfillment or written waiver, at or prior to the Closing, of each of the following conditionsconditions precedent, any of which may be waived in whole or in part in writing by the Seller:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Contura Energy, Inc.), Membership Interest Purchase Agreement (Advanced Emissions Solutions, Inc.)

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

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Neogenomics Inc), Securities Purchase Agreement (Liqtech International Inc)

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 waiverwaiver by the Seller, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Shanghai Century Acquisition Corp), Asset Purchase Agreement (Asure Software Inc)

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

Appears in 2 contracts

Samples: Asset Purchase Agreement (Phoenix International LTD Inc), Asset Purchase Agreement (London Bridge Software Holdings PLC)

Conditions to Obligations of the Seller. The obligations of the Seller Sellers 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:

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Medbox, Inc.), Membership Interest Purchase Agreement (Medbox, Inc.)

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 waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which, to the extent permitted by applicable Law, may be waived in writing by the Seller in its sole discretion:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Activision Blizzard, Inc.), Stock Purchase Agreement (Ameristar Casinos Inc)

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

Appears in 2 contracts

Samples: Share Purchase Agreement (He Jilun), Share Purchase Agreement (SPI Energy Co., Ltd.)

Conditions to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement shall to be consummated at the Closing is subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditions:conditions (any or all of which may be waived by the Seller in whole or in part):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Fabri Steel Products Inc), Asset Purchase Agreement (Fabri Steel Products Inc)

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 waiverfulfillment, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Central Garden & Pet Company), Stock and Asset Purchase Agreement (Guidant Corp)

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

Appears in 2 contracts

Samples: Stock Redemption Agreement (Tidel Technologies Inc), Stock Repurchase Agreement (Cet Services Inc)

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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 or at the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Share Exchange Agreement (Physical Spa & Fitness Inc), Share Exchange Agreement (Tridon Enterprises Inc)

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 waiverfulfillment, at or prior to the Closing, of each of the following conditions, all or any of which may be waived, in whole or in part, by the Seller:

Appears in 2 contracts

Samples: Asset Purchase Agreement (P Com Inc), Asset Purchase Agreement (Paradyne Networks Inc)

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 waiverwaiver in writing, at or prior to the Closing, of each of the following conditions:

Appears in 2 contracts

Samples: Pledge Agreement (Metlife Inc), Pledge Agreement (American International Group Inc)

Conditions to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiverfulfillment, at on or prior to the ClosingClosing Date, of each of the following additional conditions:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Tejas Gas Corp), Asset Purchase Agreement (Hemagen Diagnostics Inc)

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:, except as the Seller may waive the same in writing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Trecora Resources)

Conditions to Obligations of the Seller. The obligations obligation of the Seller to consummate effect the transactions sale of the Purchased Assets contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to as of the Closing, of each Closing Date of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Teligent Inc)

Conditions to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement shall to be consummated at the Closing is subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following additional conditions, any of which may be waived by Seller:

Appears in 1 contract

Samples: Share Purchase Agreement

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

Appears in 1 contract

Samples: Stock Purchase Agreement (Atkore International Group Inc.)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to before the ClosingClosing Date, of each of the following conditions, any one or more of which may be waived by the Seller:

Appears in 1 contract

Samples: Stock Purchase Agreement (Compusa Inc)

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 waiverfulfillment, at or prior to the Closing, of each of the following conditions:, any of which may be waived in writing by the Seller in its sole discretion: (a)

Appears in 1 contract

Samples: Version Asset Purchase Agreement (BOVIE MEDICAL Corp)

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

Appears in 1 contract

Samples: Exchange Agreement (Diversified Opportunities, Inc.)

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

Appears in 1 contract

Samples: Securities Purchase Agreement (TransUnion)

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 ClosingClosing Date, of each of the following conditionsConditions:

Appears in 1 contract

Samples: Equity Transfer Agreement

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

Appears in 1 contract

Samples: Asset Purchase Agreement (Williams Controls Inc)

Conditions to Obligations of the Seller. The In addition to Section 6.01, 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:

Appears in 1 contract

Samples: Transition Services Agreement (Celsion Corp)

Conditions to Obligations of the Seller. 11 15 The obligations of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Harris Corp /De/)

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 satisfaction of the following conditionsconditions at or before the Closing:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Pernix Group, Inc.)

Conditions to Obligations of the Seller. The obligations --------------------------------------- of the Seller to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 1 contract

Samples: Asset Purchase Agreement (Solutia Inc)

Conditions to Obligations of the Seller. The All obligations of the --------------------------------------- Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiverfulfillment, unless waived in writing at the sole option of the Seller, at or prior to the ClosingClosing Date, of each of the following conditionsconditions precedent:

Appears in 1 contract

Samples: Stock Purchase Agreement (Quadrax Corp)

Conditions to Obligations of the Seller. The obligations of the Seller Sellers 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:

Appears in 1 contract

Samples: Purchase Agreement (Cellnet Data Systems Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by this Agreement or any schedule, certificate or other document delivered pursuant hereto or in connection with the transactions contemplated hereby shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 1 contract

Samples: Asset Purchase Agreement (Ancestry.com Inc.)

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 waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived in writing by the Seller and Seller Parent in their sole discretion:

Appears in 1 contract

Samples: Asset Purchase Agreement (Ingevity Corp)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by --------------------------------------- under this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to the ClosingClosing Date, of each of the following conditionsconditions precedent, each of which may be waived in writing at the sole discretion of the Seller:

Appears in 1 contract

Samples: Asset Purchase Agreement (V I Technologies Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by provided for in this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, satisfaction of each of the following conditions on or before the Closing Date, subject to the right of the Seller to waive any one or more of such conditions:.

Appears in 1 contract

Samples: Asset Purchase Agreement (Bayard Drilling Technologies Inc)

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 satisfaction or written waiverwaiver by the Seller, at or prior to the Closing, of each of the following conditionscondition:

Appears in 1 contract

Samples: Share Purchase Agreement (Cango Inc.)

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 fulfillment, or written waiver, at or prior to the Closing, of each Closing of the following additional conditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Mocon Inc)

Conditions to Obligations of the Seller. 8.1.1 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:

Appears in 1 contract

Samples: Stock Purchase Agreement (MSX International Inc)

Conditions to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may, to the extent permitted by applicable Law, be waived in writing by the Seller in its sole discretion:

Appears in 1 contract

Samples: Transition Services Agreement (Verisign Inc/Ca)

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

Appears in 1 contract

Samples: Asset Purchase Agreement (Pope & Talbot Inc /De/)

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 the Seller’s waiver, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Share Purchase Agreement (Meridian Bioscience Inc)

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 waiversatisfaction, at or prior to the Closing, of each of the following conditions, any of which may be waived in writing by the Seller in its sole discretion:

Appears in 1 contract

Samples: Securities Purchase Agreement (Costar Group Inc)

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 waiverfulfillment, at or prior to the Closing, of each of the following conditionsconditions unless waived by the Seller:

Appears in 1 contract

Samples: Stock Purchase Agreement (Dutch Institutional Holding Co Inc)

Conditions to Obligations of the Seller. The obligations of the Seller to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiverfulfillment. at the Closing Date, at or prior to the Closing, of each of the following conditionsconditions precedent, each of which may be waived in the sole discretion of the Seller:

Appears in 1 contract

Samples: Services Agreement (Lydall Inc /De/)

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 satisfaction or written waiver, at or prior to the Closing, of each of the following conditions:

Appears in 1 contract

Samples: Assumption Agreement (Reynolds & Reynolds Co)

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:subject

Appears in 1 contract

Samples: Stock Purchase Agreement (United Companies Financial Corp)

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 satisfaction (or written waiverwaiver by the Seller, at its sole discretion), at or prior to the Closing, of each of the following conditions:: 18

Appears in 1 contract

Samples: Stock Purchase Agreement (Scana Corp)

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

Appears in 1 contract

Samples: Stock Purchase Agreement (Centris Group Inc)

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 the Seller’s waiver, at or prior to the Closing, of each of the following conditions:: {N0221423 } 63

Appears in 1 contract

Samples: Stock Purchase Agreement (DLH Holdings Corp.)

Conditions to Obligations of the Seller. The obligations obligation of the Seller to consummate the transactions contemplated by this Agreement the Closing shall be subject to the fulfillment fulfillment, or written waiverwaiver by the Seller, at on or prior to the Closing, Closing Date of each of the following additional conditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Eplus Inc)

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