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

Conditions to the Seller’s Obligations. The obligations of the Seller to consummate the transactions contemplated hereunder on the Closing Date are subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedent:

Appears in 10 contracts

Samples: Confidential Treatment (Immunomedics Inc), Royalty Purchase Agreement (Cytokinetics Inc), Master Services Agreement (Sunesis Pharmaceuticals Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the satisfaction or waiver, at or prior to the Closing Date, (and shall remain satisfied at and as of each the Closing) of the following conditions precedentadditional conditions, any of which may be waived by the Seller in its sole discretion, in whole or in part:

Appears in 10 contracts

Samples: Purchase Agreement (Sharper Image Corp), Purchase Agreement (Knightspoint Partners II, L.P.), Purchase Agreement (Sharper Image Corp)

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Conditions to the Seller’s Obligations. The obligations of the Seller to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedentas of the Closing:

Appears in 4 contracts

Samples: Stock Purchase Agreement (Greenville Tube CO), Stock Purchase Agreement (Griffon Corp), Stock Purchase Agreement (Ames True Temper, Inc.)

Conditions to the Seller’s Obligations. The obligations of Seller to sell the Seller Property to Purchaser and to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the satisfaction or waiversatisfaction, at or all times prior to and as of the Closing Datewith respect to the Property (or such other time period specified below), of each of the following conditions precedentconditions:

Appears in 4 contracts

Samples: Option Agreement (Peak Resorts Inc), Option Agreement (Peak Resorts Inc), Option Agreement (Peak Resorts Inc)

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

Appears in 4 contracts

Samples: Asset Purchase Agreement (Advanced Power Technology Inc), Asset Purchase Agreement (Microsemi Corp), Stock and Asset Purchase Agreement (Hercules Inc)

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

Appears in 4 contracts

Samples: Stock and Asset Purchase Agreement (Reuters Group PLC /Adr/), Stock Purchase Agreement (Bergen Brunswig Corp), Asset Purchase Agreement (El Capitan Precious Metals Inc)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement is subject to the satisfaction (or waiver, at or prior to waiver by the Closing Date, of each Seller in writing) of the following conditions precedentas of the Closing Date:

Appears in 4 contracts

Samples: Securities Purchase Agreement (Cowen Group, Inc.), Stock Purchase Agreement (Mallinckrodt PLC), Stock Purchase Agreement (Amag Pharmaceuticals Inc.)

Conditions to the Seller’s Obligations. The obligations of the Seller to sell a Property to Purchaser and to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the satisfaction or waiversatisfaction, at or all times prior to and as of the Closing Datewith respect to such Property (or such other time period specified below), of each of the following conditions precedentconditions:

Appears in 4 contracts

Samples: Agreement of Sale and Purchase (Amc Entertainment Inc), Agreement of Sale and Purchase (Amc Entertainment Inc), Option Agreement (Amc Entertainment Inc)

Conditions to the Seller’s Obligations. The Unless waived by the Seller in writing, all obligations of the Seller to consummate the transactions contemplated hereunder on the Closing Date under this Agreement are subject to the satisfaction or waiverfulfillment, at or prior to or at the Closing DateClosing, of each of the following conditions precedentconditions:

Appears in 3 contracts

Samples: Stock Purchase Agreement (Hanover Capital Mortgage Holdings Inc), Stock Purchase Agreement (Hanover Capital Mortgage Holdings Inc), Stock Purchase Agreement (Hanover Capital Mortgage Holdings Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller Sellers to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the satisfaction or waiver, at or prior to the Closing Date, (and shall remain satisfied at and as of each the Closing) of the following conditions precedentadditional conditions, any of which may be waived by the Sellers in their sole discretion, in whole or in part:

Appears in 2 contracts

Samples: Purchase Agreement (Sharper Image Corp), Purchase Agreement (Knightspoint Partners II, L.P.)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller Sellers to consummate the transactions contemplated hereunder on the Closing Date are hereby is subject to the satisfaction or waiver, at or prior to as of the Closing Date, of each of the following conditions precedentconditions, any and all of which may be waived in whole or in part by the Sellers to the extent permitted by applicable Law:

Appears in 2 contracts

Samples: Purchase Agreement (Apparel Holding Corp.), Purchase Agreement (Apparel Holding Corp.)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on the Closing Date Contemplated Transactions are subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedent(any or all of which may, if permitted by applicable Law, be waived in whole or in part by the Seller in writing) as of the Closing:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Cadrenal Therapeutics, Inc.), Asset Purchase Agreement (Cadrenal Therapeutics, Inc.)

Conditions to the Seller’s Obligations. The obligations obligation of each of the Seller Sellers to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement is subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedentas of the Closing:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Pendrell Corp), Stock Purchase Agreement (Pendrell Corp)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement is subject to the satisfaction or waiver(or, at or prior to if permitted by applicable Law, waiver by the Closing Date, of each Company) of the following conditions precedentas of the Closing Date:

Appears in 2 contracts

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

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on the by this Agreement at Closing Date are is subject to the satisfaction or waiver, at or prior to the Closing Date, fulfillment of each of the following conditions precedent:(any or all of which may be waived in writing in whole or in part by the Seller):

Appears in 2 contracts

Samples: Asset Purchase Agreement (Journey Medical Corp), Asset Purchase Agreement (Journey Medical Corp)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on by this Agreement to take place at the Closing Date are is subject to the satisfaction or waiver, at or prior to waiver by the Closing Date, Seller of each of the following additional conditions precedentas of immediately prior to the Closing:

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Vertex Energy Inc.), Purchase and Sale Agreement (Vertex Energy Inc.)

Conditions to the Seller’s Obligations. The obligations of Sellers’ obligation to perform the Seller actions required to consummate the transactions this Agreement contemplated hereunder to be performed on or before the Closing Date are is subject to satisfaction, or written waiver by the satisfaction or waiver, at or prior to the Closing DateSellers, of each of the following conditions precedentconditions:

Appears in 1 contract

Samples: Interest Purchase and Sale Agreement (Firstcity Financial Corp)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller Sellers to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement is subject to the satisfaction (or waiver, at or prior to waiver by the Closing Date, of each Sellers in writing) of the following conditions precedentas of the time of the Closing:

Appears in 1 contract

Samples: Asset Purchase Agreement (Sonoco Products Co)

Conditions to the Seller’s Obligations. The obligations of the Seller Sellers and the Corporations to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement shall be subject to the satisfaction or waiver, fulfillment at or prior to the Closing Date, of each of the following conditions precedentconditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Bergen Brunswig Corp)

Conditions to the Seller’s Obligations. The obligations of the Seller to consummate this Agreement and the Closing of the transactions contemplated hereunder on the Closing Date are subject to the satisfaction or waiver, at of each of the following conditions on or prior to the Closing Date, of each of the following conditions precedent:

Appears in 1 contract

Samples: Purchase and Option Agreement (Meritor Inc)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on the Closing Date are hereby is subject to the satisfaction (or waiver, at or prior to written waiver by the Shareholders (on behalf of the other stockholders of the Seller)) as of the Closing Date, of each of the following conditions precedentconditions:

Appears in 1 contract

Samples: Asset Purchase Agreement

Conditions to the Seller’s Obligations. The obligations of the Seller to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedenton the Closing:

Appears in 1 contract

Samples: Stock Purchase Agreement (Castle a M & Co)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller Sellers to consummate the transactions contemplated hereunder on the Closing Date are hereby is subject to the satisfaction (or waiver, at or prior to waiver by the Seller Representative which shall be demonstrated by the Sellers consummation of the Closing) as of the Closing Date, of each of the following conditions precedentconditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (American Dental Partners Inc)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement shall be subject to the satisfaction satisfaction, on or waiver, at or prior to before the Closing DateClosing, of each of the following conditions precedentconditions, unless waived in writing by the Seller:

Appears in 1 contract

Samples: Asset Purchase Agreement (All American Sportpark Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller Sellers to consummate the transactions contemplated hereunder on the Closing Date are hereby shall be subject to the satisfaction (or waiver, ) at or prior to the Closing Date, of each all of the following conditions precedentconditions:

Appears in 1 contract

Samples: Stock Purchase Agreement (Day International Group Inc)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement is subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedentas of the Closing:

Appears in 1 contract

Samples: Share Purchase Agreement (Exterran Holdings Inc.)

Conditions to the Seller’s Obligations. The Seller’s and the Members’ obligations of to perform the Seller Transactions contemplated to consummate the transactions contemplated hereunder be performed on or before the Closing Date are subject to satisfaction, or written waiver by the satisfaction or waiverSeller, at or prior to the Closing Date, of each of the following conditions precedentconditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Primo Water Corp)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller Sellers to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement is subject to the satisfaction (or waiver, waiver by the Seller Representative in writing) of the following conditions at or prior to the Closing Date, of each of the following conditions precedent:Closing

Appears in 1 contract

Samples: Escrow Agreement (Kadant Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller Sellers to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the satisfaction or waiver, fulfillment at or prior to the Closing Date, of each of the following conditions precedent:(any or all of which may be waived in whole or in part by the Seller Representative).

Appears in 1 contract

Samples: Securities Purchase Agreement (ExlService Holdings, Inc.)

Conditions to the Seller’s Obligations. The Sellers’ obligations of the Seller to consummate the transactions contemplated hereunder on Transactions at the Closing Date are subject to the satisfaction satisfaction, or waiver, at or prior to the Closing Datewritten waiver by each Seller, of each of the following conditions precedentconditions:

Appears in 1 contract

Samples: Share Purchase Agreement (American Tire Distributors Holdings, Inc.)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller Sellers to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement is subject to the satisfaction (or waiver, at or prior to waiver by the Closing Date, of each Sellers in writing) of the following conditions precedentas of the Closing:

Appears in 1 contract

Samples: Asset Purchase Agreement (Blucora, Inc.)

Conditions to the Seller’s Obligations. The obligations of the Seller to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement shall be subject to satisfaction (or waiver by the satisfaction or waiverSeller), at or prior to the Closing DateClosing, of each of the following conditions precedentconditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (Durango Corp)

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Conditions to the Seller’s Obligations. The obligations of the Seller to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the fulfillment or satisfaction or waiver, at or prior to on and as of the Closing Date, of each of the following conditions precedent:(any one or more of which may be waived by the Seller, but only in a writing signed by the Seller):

Appears in 1 contract

Samples: Asset Purchase Agreement (Netbank Inc)

Conditions to the Seller’s Obligations. The obligations obligation of the each Seller to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement is subject to the satisfaction (or waiver, at or prior to waiver by the Closing Date, of each Ultimate Parent in writing) of the following conditions precedentas of the Closing:

Appears in 1 contract

Samples: Stock Purchase Agreement (Idex Corp /De/)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on the Closing Date are Transaction shall be subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedentprecedent at or prior to the Closing, but only to the extent that the Seller has not delivered a written waiver of such condition in whole or in part executed by the Seller and delivered to the Buyer at or prior to the Closing:

Appears in 1 contract

Samples: Asset Purchase Agreement (McGrath Rentcorp)

Conditions to the Seller’s Obligations. The obligations of the Seller Sellers to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the satisfaction (or waiver, at or prior to the Closing Date, written waiver by the Sellers' Representative on behalf of each the Sellers) of the following conditions precedentas of the Closing Date:

Appears in 1 contract

Samples: Stock Purchase Agreement (Devry Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller under this Agreement to consummate the transactions contemplated hereunder on the Closing Date are subject to the satisfaction satisfaction, on or waiver, at or prior to before the Closing DateClosing, of each of the following conditions precedentconditions, unless waived in writing by the Seller:

Appears in 1 contract

Samples: Asset Purchase Agreement (I Link Inc)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on the Closing Date are Contemplated Transactions is subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedent(any or all of which may, if permitted by applicable Law, be waived in whole or in part by the Seller in writing) as of the Closing Date:

Appears in 1 contract

Samples: Securities Purchase Agreement (Wireless Telecom Group Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller under this Agreement to consummate the transactions contemplated hereunder on hereby for the Initial Closing Date are will be subject to the satisfaction or waiversatisfaction, at or prior to the Closing DateInitial Closing, of each all of the following conditions precedentconditions, any one or more of which may be waived at the option of the Seller:

Appears in 1 contract

Samples: Non Competition Agreement (SPG Realty Consultants Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the satisfaction (or the Seller’s waiver, at or prior to the Closing Date, of each ) of the following conditions precedentas of the Closing Date:

Appears in 1 contract

Samples: Equity Purchase Agreement (TTEC Holdings, Inc.)

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

Appears in 1 contract

Samples: Asset Purchase Agreement (Geo Specialty Chemicals Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller Sellers’ obligation to consummate complete the transactions contemplated hereunder on the Closing Date are hereby is subject to the satisfaction or waiverfulfillment, at or prior to or at the Closing DateClosing, of each of the following conditions precedentadditional conditions, unless waived in writing by the Sellers:

Appears in 1 contract

Samples: Stock Subscription and Purchase Agreement (Fiserv Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller Sellers to consummate the transactions contemplated hereunder on the Closing Date provided for by this Agreement are subject to the satisfaction or waiversatisfaction, at on or prior to the Closing Date, of each of the following conditions precedentconditions, any of which may be waived by the Sellers, in whole or in part, in their sole discretion:

Appears in 1 contract

Samples: Asset Purchase Agreement (Ambassadors International Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller Sellers to sell the Personal Property to the Purchaser and to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the satisfaction or waiversatisfaction, at or prior to as of the Closing Date, of each of the following conditions precedentconditions:

Appears in 1 contract

Samples: Purchase and Sale Agreement (Amc Entertainment Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller to consummate the transactions contemplated hereunder on the Closing Date by this Agreement are subject to the satisfaction or waiversatisfaction, at on or prior to the Closing Date, of each of the following conditions precedentconditions, any of which may be waived by the Seller:

Appears in 1 contract

Samples: Asset Purchase Agreement (Ventrus Biosciences Inc)

Conditions to the Seller’s Obligations. The obligations of the Seller to consummate the transactions contemplated hereunder on the Closing Date are hereby shall be subject to the satisfaction or waiver, at or prior to the Closing Date, (and shall remain satisfied at and as of each the Closing) of the following conditions precedentconditions, any or all of which may be waived by the Seller in its sole discretion, in whole or in part, to the extent permitted by applicable Law:

Appears in 1 contract

Samples: Purchase and Sale Agreement (American Water Works Co Inc)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement is subject to the satisfaction or waiver, of the following conditions at or prior to the Closing Date, of each of the following conditions precedentClosing:

Appears in 1 contract

Samples: Stock Purchase Agreement (Regis Corp)

Conditions to the Seller’s Obligations. The obligations obligation of the Seller to consummate the transactions contemplated hereunder on the Closing Date are Transactions is subject to the satisfaction (or waiver, at waiver in writing by the Seller in its sole discretion) on or prior to the Closing Date, of each Date of the following conditions precedentconditions:

Appears in 1 contract

Samples: Asset Purchase Agreement (MiddleBrook Pharmaceuticals, Inc.)

Conditions to the Seller’s Obligations. The Seller's obligations of the Seller to consummate effect the transactions contemplated hereunder on the Closing Date are by this Agreement shall be further subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedentconditions:

Appears in 1 contract

Samples: Real Estate Purchase and Sale Agreement (Quotesmith Com Inc)

Conditions to the Seller’s Obligations. The Seller's obligations of the Seller to consummate the transactions contemplated hereunder on the Closing Date are by this Agreement shall be subject to the satisfaction or waiver, at or prior to the Closing Date, of each of the following conditions precedentprecedent at or prior to the Closing:

Appears in 1 contract

Samples: Asset Purchase Agreement (Gensym Corp)

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