Covenants and Agreements. The Company shall have, in all material respects, performed all obligations and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (National Home Health Care Corp), Agreement and Plan of Merger (Concerto Software Inc), Agreement and Plan of Merger (Mapics Inc)
Covenants and Agreements. The Company shall have, have performed and complied with in all material respects, performed respects all obligations covenants and complied with all agreements and covenants required by this Agreement to be performed by it or complied with by it under this Agreement at on or prior to the Effective TimeClosing Date.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Brigham Exploration Co), Securities Purchase Agreement (Brigham Exploration Co), Securities Purchase Agreement (Credit Suisse First Boston/)
Covenants and Agreements. The Company shall have, have performed and complied in all material respects, performed all obligations respects with the covenants and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at hereunder on or prior to the Effective Closing Time, as applicable.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Navidea Biopharmaceuticals, Inc.), Stock Purchase Agreement (Navidea Biopharmaceuticals, Inc.), Stock Purchase Agreement (Navidea Biopharmaceuticals, Inc.)
Covenants and Agreements. The Company shall have, have complied with and performed in all material respects, performed respects all obligations and complied with all agreements and covenants under this Agreement required to be complied with and performed by it or complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Comtech Telecommunications Corp /De/), Agreement and Plan of Merger (Gilat Satellite Networks LTD), Agreement and Plan of Merger (Gilat Satellite Networks LTD)
Covenants and Agreements. The Company shall have, have performed and complied in all material respects, performed all obligations respects with the covenants and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at hereunder on or prior to the Effective TimeSigning Date or the Closing Date, as applicable.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Eagle Bulk Shipping Inc.), Stock Purchase Agreement (Pangaea Logistics Solutions Ltd.), Stock Purchase Agreement (Pangaea Logistics Solutions Ltd.)
Covenants and Agreements. The Company shall have, have performed and complied in all material respects, performed all obligations respects with the covenants and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at hereunder on or prior to the Effective TimeClosing Date, as applicable.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Vallon Pharmaceuticals, Inc.), Stock Purchase Agreement (Navidea Biopharmaceuticals, Inc.), Stock Purchase Agreement (Vallon Pharmaceuticals, Inc.)
Covenants and Agreements. The Company shall have, in all material respects, performed all obligations and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at or prior to the Effective Time.;
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Bard C R Inc /Nj/), Agreement and Plan of Merger (Senorx Inc), Agreement and Plan of Merger (Specialized Health Products International Inc)
Covenants and Agreements. The Company shall have, have performed and complied in all material respects, respects with all covenants and agreements required by this Agreement to be performed all obligations and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at or them prior to or on the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Registration Rights Agreement (Amn Healthcare Services Inc), Agreement and Plan of Merger (Viggle Inc.)
Covenants and Agreements. The Company shall have, in all material respects, respects performed all obligations and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Nurx Pharmaceuticals, Inc.), Agreement and Plan of Merger (Quantrx Biomedical Corp)
Covenants and Agreements. The Company shall have, in all material respects, have performed all obligations and complied with all agreements and covenants required of the Company to be performed by it or complied with by it under this Agreement at or prior to the Effective TimeTime in each case in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Nationsrent Companies Inc), Agreement and Plan of Merger (Us Can Corp)
Covenants and Agreements. The Company shall have, have performed in all material respects, performed respects all of its obligations and complied with all agreements and covenants under this Agreement required to be performed by it at or prior to the Closing Date and shall have complied in all material respects with all covenants or other agreements of the Company required to be performed or complied with by it under this Agreement at or prior to the Effective TimeAgreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Standard Microsystems Corp), Agreement and Plan of Merger (Microchip Technology Inc)
Covenants and Agreements. The Company shall have, have performed or complied with in all material respectsrespects all covenants, performed all obligations and complied with all agreements and covenants obligations required by this Agreement to be performed by it or complied with by it under this Agreement at the Company on or prior to before the Effective TimeGrant Date.
Appears in 2 contracts
Samples: Restricted Share Grant and Shareholders' Agreement (Usa Interactive), Restricted Share Grant and Shareholders' Agreement (Interactivecorp)
Covenants and Agreements. The Company shall have, in all material respects, have performed all obligations and complied with all agreements and covenants required of the Company to be performed by it or complied with by it under this the Agreement at or prior to the Effective TimeTime in each case in all material respects (other than the covenants set forth in Section 7.1(b)(iv) and 7.1(g), which in each case shall be complied with as written).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (VMM Merger Corp), Agreement and Plan of Merger (Vdi Multimedia)
Covenants and Agreements. The Company shall have, have performed or complied in all material respects, performed all obligations and complied respects with all of the covenants and agreements and covenants required to be performed by it or complied with by it under hereunder that this Agreement requires the Company to perform or comply with at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Magellan Health Inc), Agreement and Plan of Merger (Centene Corp)
Covenants and Agreements. The Company shall have, have performed and complied in all material respectsrespects with all of its covenants, performed all obligations and complied with all agreements and covenants required by this Agreement to be performed by it or complied with by it under this Agreement at or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Corel Corp), Agreement and Plan of Merger (Intervideo Inc)
Covenants and Agreements. The Company shall havehave (i) in all respects, performed all obligations and complied with all agreements and covenants set forth in Section 2.03 immediately prior to the Effective Time and (ii) in all material respects, performed all obligations and complied with all agreements and covenants (other than those set forth in Section 2.03) required to be performed by it or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Datastream Systems Inc), Agreement and Plan of Merger (Magellan Holdings, Inc.)
Covenants and Agreements. The Company shall have, in all material respects, performed all obligations and complied with all agreements and covenants (other than those set forth in Section 2.03) required to be performed by it or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (MLE Holdings, Inc.), Agreement and Plan of Merger (Mity Enterprises Inc)
Covenants and Agreements. The Company shall have, have performed and complied with in all material respectsrespects all of its covenants, performed all obligations and complied with all agreements and covenants required by this Agreement to be performed by it or complied with by it under this Agreement at or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Segue Software Inc), Agreement and Plan of Merger (Borland Software Corp)
Covenants and Agreements. The Company shall have, have performed and complied in all material respects, performed all obligations respects with the covenants and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at hereunder on or prior to the Effective TimeSigning Date, the Funding Date, or the Closing Date, as applicable.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Eagle Bulk Shipping Inc.), Stock Purchase Agreement (Eagle Bulk Shipping Inc.)
Covenants and Agreements. The Company shall have, have performed or complied with in all material respectsrespects each of its obligations, performed all obligations covenants and complied with all agreements and covenants under this Agreement required to be performed by it or complied with by it under this Agreement at or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Supertex Inc), Agreement and Plan of Merger (Microchip Technology Inc)
Covenants and Agreements. The members of the Company Group shall have, have performed or complied in all material respects, performed all obligations and complied respects with all covenants and agreements and covenants required by this Agreement to be performed by it or complied with by it under this Agreement the members of the Company Group at or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (On Semiconductor Corp)
Covenants and Agreements. The Company shall havehave performed, or complied with, in all material respects, performed all obligations and complied with all obligations, agreements and or covenants required of the Company to be performed by it or complied with by it under this Agreement at on or prior to the Effective TimeClosing Date.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Supernus Pharmaceuticals Inc)
Covenants and Agreements. The Company shall have, have performed and complied in all material respectsrespects with all covenants, performed all obligations and complied with all agreements and covenants required by this Agreement to be performed by it or complied with by it under this Agreement at the Company on or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Subscription Agreement (21st Century Oncology Holdings, Inc.)
Covenants and Agreements. The Company shall have, have performed or complied with in all material respects, performed respects all obligations of the covenants and complied with all agreements and covenants required to be performed by it or complied with by it under hereunder that this Agreement at requires the Company to perform or comply with prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Performance Food Group Co)
Covenants and Agreements. The Company shall have, in all material respects, have performed all obligations and complied with all agreements and covenants required of the Company to be performed by it or complied with by it under this Agreement at or prior to the Effective TimeClosing Date in each case in all material respects.
Appears in 1 contract
Covenants and Agreements. The Company shall havehave performed and complied with, in each case, in all material respects, performed all obligations of its obligations, covenants and complied with all other agreements and covenants under this Agreement required to be performed by it or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 1 contract
Covenants and Agreements. The Company shall havehave performed, in all material respects, performed all obligations and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Allion Healthcare Inc)
Covenants and Agreements. The Company shall have, have performed and complied in all material respects, performed all obligations respects with the covenants and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at hereunder on or prior to the Effective TimeClosing Date.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Eagle Bulk Shipping Inc.)
Covenants and Agreements. The Company shall havehave performed, in all material respects, performed all obligations and complied complied, in all material respects, with all agreements and covenants required by this Agreement to be performed by it or complied with by it under this Agreement at or prior to the Effective TimeClosing Date.
Appears in 1 contract
Covenants and Agreements. The Company shall have, have in all material respects, performed all obligations and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Borland Software Corp)
Covenants and Agreements. The Company shall have, have performed and complied in all material respects, respects with all covenants and agreements required by this Agreement to be performed all obligations and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at or prior to or on the Effective TimeClosing Date, including but not limited to delivery of each of the certificates, documents and agreements set forth in Section 2.04(f).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Da-Lite Screen Co Inc)
Covenants and Agreements. The Company shall have, have performed in all material respects, performed respects all obligations of the covenants and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Novatel Wireless Inc)
Covenants and Agreements. The Company shall have, in all material respects, performed all obligations and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at or prior to the Effective Time.
Appears in 1 contract
Samples: Agreement (Avp Inc)
Covenants and Agreements. The Company shall have, have performed and complied in all material respects, performed all obligations respects with the covenants and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at or prior to the Effective Timehereunder.
Appears in 1 contract
Covenants and Agreements. The Member and the Company shall have, have performed and complied in all material respects, performed all obligations and complied respects with all agreements and covenants required by this Agreement to be performed by it or complied with by it under this Agreement them at or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Sunnova Energy International Inc.)
Covenants and Agreements. The Company shall have, have performed or complied in all material respects, performed all obligations respects with each of the covenants and complied with all agreements and covenants required by this Agreement to be performed by it or complied with by it under this Agreement at or prior to the Effective TimeClosing Date.
Appears in 1 contract
Covenants and Agreements. The Company shall have, have performed and complied in all material respects, performed all obligations and complied respects with all agreements and covenants required by this Agreement to be performed by it or complied with by it under this Agreement the Company at or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Framework Agreement (Twilio Inc)
Covenants and Agreements. The Company shall have, have performed and complied in all material respects, performed all obligations respects with the covenants and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at hereunder on or prior to the Effective Timeeach Closing Date, as applicable.
Appears in 1 contract
Samples: Stock Purchase Agreement (Navidea Biopharmaceuticals, Inc.)
Covenants and Agreements. The Company shall havehave performed and complied with, in all material respects, performed all obligations covenants and complied with all agreements and covenants required by this Agreement to be performed and complied by it or complied with by it under this Agreement at or prior to or on the Effective TimeClosing Date.
Appears in 1 contract
Covenants and Agreements. The Company and the Owners shall havehave performed or complied, in all material respects, performed all obligations with each obligation, agreement and complied with all agreements and covenants required covenant to be performed by it or complied with by it them under this Agreement at or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Amn Healthcare Services Inc)
Covenants and Agreements. The Company shall have, have performed or complied in all material respects, performed all obligations and complied respects with all of the covenants, agreements and covenants obligations required to be performed by it or and complied with by it under this Agreement at or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Mantech International Corp)
Covenants and Agreements. The Company shall have, have performed and complied with in all material respects, performed respects all obligations of its covenants and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at on or prior to the Effective TimeClosing Date.
Appears in 1 contract
Covenants and Agreements. The Company shall have, have complied with and performed in all material respects, performed all obligations and complied with all agreements and covenants respects each covenant or agreement contained in this Agreement that the Company is required to be performed by it comply with or complied with by it under this Agreement to perform at or prior to the Effective TimeClosing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Silicon Graphics International Corp)
Covenants and Agreements. The Company shall havehave performed, in all ------------------------ material respects, all obligations and complied, in all material respects, performed all obligations and complied with all agreements and covenants required by this Agreement to be performed by it or complied with by it under this Agreement at or prior to the Effective TimeClosing Date.
Appears in 1 contract
Covenants and Agreements. The Company shall have, in all material respects, performed all obligations and complied with all agreements and covenants required to be performed by it or complied with by it under this Agreement at or prior to the Effective Time, other than the agreements and covenants set forth in Section 5.01(h). The Company shall have, in all respects, complied with the agreements and covenants set forth in Section 5.01(h).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Wellco Enterprises Inc)
