Performance of Obligations of the Company. The Company shall have performed, or complied with, in all material respects all agreements and covenants required to be performed or complied with by it under this Agreement on or prior to the Effective Time.
Appears in 45 contracts
Samples: Agreement and Plan of Merger (Ellington Financial Inc.), Agreement and Plan of Merger (Ready Capital Corp), Agreement and Plan of Merger (Broadmark Realty Capital Inc.)
Performance of Obligations of the Company. The Company shall will have performed, or performed and complied with, in all material respects with all agreements covenants, obligations and covenants conditions of this Agreement required to be performed or and complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 21 contracts
Samples: Agreement and Plan of Merger (Nutraceutical International Corp), Agreement and Plan of Merger (Omnicomm Systems Inc), Agreement and Plan of Merger (Rover Group, Inc.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all agreements and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 13 contracts
Samples: Agreement and Plan of Merger (Cigna Corp), Agreement and Plan of Merger (Monmouth Real Estate Investment Corp), Amended and Restated Agreement and Plan of Merger (Equity Commonwealth)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all agreements and covenants required the obligations that are to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (NeuroDerm Ltd.), Agreement and Plan of Merger (Xcerra Corp), Agreement and Plan of Merger (Meridian Bioscience Inc)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects the obligations, and complied in all material respects with the agreements and covenants covenants, required to be performed by, or complied with by by, it under this Agreement on at or prior to the Effective Time.;
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Avangrid, Inc.), Agreement and Plan of Merger (ClubCorp Holdings, Inc.), Agreement and Plan of Merger (Texas New Mexico Power Co)
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, in all material respects all agreements with the covenants, obligations and covenants conditions of this Agreement required to be performed or and complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Datto Holding Corp.), Agreement and Plan of Merger (Del Frisco's Restaurant Group, Inc.), Agreement and Plan of Merger (Diversey Holdings, Ltd.)
Performance of Obligations of the Company. The Company shall will have performed, or performed and complied with, in all material respects with all agreements covenants and covenants obligations of this Agreement required to be performed or and complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Lifelock, Inc.), Agreement and Plan of Merger (Linkedin Corp), Agreement and Plan of Merger (Activision Blizzard, Inc.)
Performance of Obligations of the Company. The Company shall will have performed, or performed and complied with, in all material respects all agreements with the covenants, obligations and covenants conditions of this Agreement required to be performed or and complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 9 contracts
Samples: Registration Rights Agreement (Comscore, Inc.), Agreement and Plan of Merger (PRGX Global, Inc.), Agreement and Plan of Merger (Liberty Tax, Inc.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, with in all material respects (or with respect to any covenant or agreement qualified by materiality or Material Adverse Effect, in all respects) the covenants and agreements and covenants required contained in this Agreement to be performed or complied with by it under this Agreement on or prior to or on the Effective TimeClosing Date.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (MTC Technologies Inc), Agreement and Plan of Merger (BAE Systems, Inc.), Agreement and Plan of Merger (PAWS Pet Company, Inc.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied withcomplied, in all material respects all respects, with its covenants and agreements and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing Date.
Appears in 8 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Barnes & Noble Inc), Agreement and Plan of Merger (CommerceHub, Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, in all material respects all agreements and covenants obligations required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing Date.
Appears in 7 contracts
Samples: Agreement and Plan of Reorganization (Arabian American Development Co), Agreement and Plan of Merger (Lyondell Chemical Co), Agreement and Plan of Merger (Huntsman CORP)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all its agreements and covenants required contained in this Agreement to be performed or complied with by it under this Agreement on the Company at or prior to the Effective TimeClosing pursuant to the terms of this Agreement.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (North Pittsburgh Systems Inc), Agreement and Plan of Merger (North Pittsburgh Systems Inc), Agreement and Plan of Merger (Consolidated Graphics Inc /Tx/)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all obligations, and complied in all material respects with the agreements and covenants covenants, required to be performed by or complied with by it under this Agreement on or prior to the Effective Timehereunder.
Appears in 7 contracts
Samples: Arrangement Agreement (Penn National Gaming Inc), Arrangement Agreement (Hub International LTD), Arrangement Agreement (Mitel Networks Corp)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects each of the obligations, and complied in all material respects with each of the agreements and covenants covenants, required to be performed by, or complied with by by, it under this Agreement on at or prior to the Effective Time.Closing;
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Advanced Disposal Services, Inc.), Agreement and Plan of Merger (Waste Management Inc), Asset Purchase Agreement (Walgreens Boots Alliance, Inc.)
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, in all material respects respects, all agreements obligations and covenants required to be performed or and complied with by it the Company under this Agreement on or prior to or at the Effective TimeClosing.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Entegra Financial Corp.), Voting Agreement (Smartfinancial Inc.), Voting Agreement (Reliant Bancorp, Inc.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all agreements and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing Date that are qualified as to materiality and shall have performed or complied in all material respects with all other agreements and covenants required to be performed by it under this Agreement at or prior to the Closing Date that are not so qualified as to materiality.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Constellation Brands, Inc.), Agreement and Plan of Merger (Irvine Apartment Communities Inc), Agreement and Plan of Merger (Domaines Barons De Rothschild /Lafite/)
Performance of Obligations of the Company. The Company shall have performed, or complied with, in all material respects respects, all agreements and covenants obligations required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing Date.
Appears in 5 contracts
Samples: Contribution and Exchange Agreement (Harbinger Group Inc.), Transfer Agreement (Harbinger Group Inc.), Securities Purchase and Exchange Agreement (Geoglobal Resources Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects the obligations, and complied in all material respects with the agreements and covenants covenants, required to be performed by, or complied with by by, it under this Agreement on at or prior to the Effective Time.Closing Date;
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Hollysys Automation Technologies, Ltd.), Agreement and Plan of Merger (Chindata Group Holdings LTD), Agreement and Plan of Merger (Centurium Capital Partners 2018, L.P.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, with in all material respects all the agreements and covenants required contained in this Agreement to be performed or complied with by it under this Agreement on the Company at or prior to the Effective TimeClosing pursuant to the terms of this Agreement.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (COURIER Corp), Agreement and Plan of Merger (Quad/Graphics, Inc.), Agreement and Plan of Merger (COURIER Corp)
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, in all material respects all with the covenants, agreements and covenants obligations of this Agreement required to be performed or and complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Enova International, Inc.), Agreement and Plan of Merger (Enova International, Inc.), Agreement and Plan of Merger (On Deck Capital, Inc.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all agreements obligations and covenants required by this Agreement to be performed or complied with by it under this Agreement on or prior to the Effective TimeCompany by the time of the Closing.
Appears in 4 contracts
Samples: Investment Agreement (Santander Holdings USA, Inc.), Credit Agreement (Santander Holdings USA, Inc.), Investment Agreement (Santander Holdings USA, Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects (or with respect to any obligation or agreement qualified by materiality or Company Material Adverse Effect, in all agreements respects) all obligations and covenants required agreements, and complied in all material respects (or with respect to any covenant qualified by materiality, in all respects) with all covenants, contained in this Agreement to be performed or complied with by it under this Agreement on or prior to or on the Effective TimeClosing Date.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Nationwide Financial Services Inc/), Agreement and Plan of Merger (Multiband Corp), Agreement and Plan of Merger (Morgans Foods Inc)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects respects, all of the covenants and agreements and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing Date.
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (SRS Labs Inc), Agreement and Plan of Merger (Marvel Entertainment, Inc.), Agreement and Plan of Merger and Reorganization (Dts, Inc.)
Performance of Obligations of the Company. The Company shall will have performed, or performed and complied with, in all material respects all agreements respects, its agreements, obligations and covenants required to be performed or complied with by it under this Agreement on and the Separation and Distribution Agreement at or prior to the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Biohaven Research Ltd.), Agreement and Plan of Merger (Inhibrx, Inc.), Agreement and Plan of Merger (Biohaven Pharmaceutical Holding Co Ltd.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, in all material respects all agreements and covenants obligations required to be performed by or complied with by it under this Agreement on at or prior to the Effective TimeClosing Date.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Ixia), Agreement and Plan of Merger (Magicjack Vocaltec LTD), Agreement and Plan of Merger (Keysight Technologies, Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all agreements and covenants obligations required to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Bj Services Co), Agreement and Plan of Merger (Baker Hughes Inc), Agreement and Plan of Merger (Halliburton Co)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all agreements and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing Date.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (BTP Acquisition Company, LLC), Agreement and Plan of Merger (Image Entertainment Inc), Agreement and Plan of Merger (Image Entertainment Inc)
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, . in all material respects all agreements respects. each of the obligations and covenants required that are to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Helix TCS, Inc.), Agreement and Plan of Merger (Universal Security Instruments Inc), Agreement and Plan of Merger (Helix TCS, Inc.)
Performance of Obligations of the Company. The Company shall have performed, complied with or complied with, performed in all material respects all agreements the covenants and covenants obligations that the Company is required to be performed comply with or complied with by it to perform under this Agreement on or prior to the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Cypress Semiconductor Corp /De/), Agreement and Plan of Merger (Mattson Technology Inc), Agreement and Plan of Merger (Integrated Silicon Solution Inc)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects (or with respect to any obligation or agreement qualified by materiality or Material Adverse Effect, in all agreements respects) all obligations and covenants required agreements, and complied in all material respects (or with respect to any covenant qualified by materiality, in all respects) with all covenants, contained in this Agreement to be performed or complied with by it under this Agreement on or prior to or on the Effective TimeClosing Date.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Lamson & Sessions Co), Agreement and Plan of Merger (EF Johnson Technologies, Inc.), Agreement and Plan of Merger (Adams Golf Inc)
Performance of Obligations of the Company. The Company shall have performed, complied with or complied with, performed in all material respects all the covenants and agreements and covenants it is required to be performed comply with or complied with by it under this Agreement on perform at or prior to the Effective TimeClosing Date.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Mirati Therapeutics, Inc.), Agreement and Plan of Merger (Mirati Therapeutics, Inc.), Agreement and Plan of Merger (IVERIC Bio, Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, in all material respects all agreements and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (SRC Energy Inc.), Agreement and Plan of Merger (Energen Corp), Agreement and Plan of Merger (Resolute Energy Corp)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects the obligations, and complied in all material respects with the agreements and covenants covenants, required to be performed by, or complied with by by, it under this Agreement on at or prior to the Effective Time.; and
Appears in 4 contracts
Samples: Agreement and Plan of Merger (CorePoint Lodging Inc.), Agreement and Plan of Merger (CorePoint Lodging Inc.), Agreement and Plan of Merger (Team Health Holdings Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all agreements and covenants required the material obligations that are to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 4 contracts
Samples: Amended and Restated Agreement and Plan of Merger (China Yida Holding, Co.), Agreement and Plan of Merger (China Yida Holding, Co.), Agreement and Plan of Merger (WSP Holdings LTD)
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, in all material respects with all agreements covenants, obligations and covenants conditions of this Agreement required to be performed or and complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Sumtotal Systems Inc), Agreement and Plan of Merger (Sumtotal Systems Inc), Agreement and Plan of Merger (Tessco Technologies Inc)
Performance of Obligations of the Company. The Company (and its appropriate subsidiaries) shall have performed, or complied with, performed in all material respects all its agreements and covenants required contained in Sections 6.1 and 6.2 and shall have performed in all material respects its other agreements and covenants contained in or contemplated by this Agreement to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (CTG Resources Inc), Agreement and Plan of Merger (Energy East Corp), Agreement and Plan of Merger (Energy East Corp)
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, in all material respects with all agreements covenants, obligations and covenants conditions of this Agreement required to be performed or and complied with by it under this Agreement on at or prior to the Effective Timeapplicable date.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Cloudera, Inc.), Agreement and Plan of Merger (Tufin Software Technologies Ltd.), Agreement and Plan of Merger (New Relic, Inc.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all agreements of its obligations and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Harman International Industries Inc /De/), Agreement and Plan of Merger (Rosetta Genomics Ltd.), Agreement and Plan of Merger (Rosetta Genomics Ltd.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects the obligations, and complied in all material respects with the agreements and covenants covenants, required to be performed by or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (1 800 Contacts Inc), Agreement and Plan of Merger (V F Corp), Agreement and Plan of Merger (Timberland Co)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects respects, all agreements and covenants obligations required to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (William Lyon Homes), Agreement and Plan of Merger (Taylor Morrison Home Corp), Agreement and Plan of Merger (Taylor Morrison Home Corp)
Performance of Obligations of the Company. The Company shall have performed, or complied with, in all material respects respects, all agreements and covenants obligations required to be performed or complied with by it under this Agreement on or prior to the Effective TimeAgreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Energy XXI Gulf Coast, Inc.), Agreement and Plan of Merger (Epl Oil & Gas, Inc.), Agreement and Plan of Merger (Energy Xxi (Bermuda) LTD)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects all agreements respects, its covenants and covenants obligations under this Agreement required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Resolute Forest Products Inc.), Agreement and Plan of Merger (Domtar CORP), Agreement and Plan of Merger (Domtar CORP)
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, in all material respects with all covenants and agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement on or prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Hibbett Inc), Agreement and Plan of Merger (Tivity Health, Inc.), Agreement and Plan of Merger (Trean Insurance Group, Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all obligations and complied in all material respects with the agreements and covenants required to be performed by or complied with by it under this Agreement on or prior to the Effective TimeTime hereunder.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Manhattan Pharmaceuticals Inc), Agreement and Plan of Merger (Celldex Therapeutics, Inc.), Agreement and Plan of Merger (Curagen Corp)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all agreements obligations and complied in all material respects with all covenants required by this Agreement to be performed or complied with by it under this Agreement on or prior to the Effective Timeit.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Hillenbrand, Inc.), Agreement and Plan of Merger (K Tron International Inc), Agreement and Plan of Merger (K Tron International Inc)
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, in all material respects all agreements respects, its agreements, obligations and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Seagen Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger (Pfizer Inc)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all agreements and covenants required by the Agreement to be performed or complied with by it under this Agreement on or prior to the Effective TimeClosing Date.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ixys Corp /De/), Agreement and Plan of Merger (Littelfuse Inc /De), Agreement and Plan of Merger (WHITEWAVE FOODS Co)
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, in all material respects respects, all agreements and covenants required to be performed or and complied with by it the Company under this Agreement on at or prior to the Effective TimeClosing Date.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Intercargo Corp), Agreement and Plan of Merger (Usf&g Corp), Agreement and Plan of Merger (Titan Holdings Inc)
Performance of Obligations of the Company. The Company shall will have performed, or performed and complied with, in all material respects with all agreements covenants and covenants obligations in this Agreement required to be performed or and complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Medallia, Inc.), Agreement and Plan of Merger (Forescout Technologies, Inc), Agreement and Plan of Merger (Forescout Technologies, Inc)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects all agreements and covenants with its obligations required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeMerger Closing.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Talbots Inc), Agreement and Plan of Merger (Todd Shipyards Corp), Agreement and Plan of Merger (TLB Merger Sub Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all of the obligations, and complied in all material respects with the agreements and covenants covenants, required to be performed by or complied with by it under this Agreement on at or prior to the Effective TimeClosing Date.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Energy Conversion Devices Inc), Agreement and Plan of Merger (SGX Pharmaceuticals, Inc.), Voting Agreement (Iomai Corp)
Performance of Obligations of the Company. The Company shall have performed, or complied with, in all material respects all agreements and covenants (other than the covenants set forth in Section 6.13 or Section 6.22) required to be performed or complied with by it under this Agreement on or prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Chesapeake Energy Corp), Agreement and Plan of Merger (Chesapeake Energy Corp), Agreement and Plan of Merger (Vine Energy Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, in all material respects all performed or complied with the covenants and agreements and covenants required contained in this Agreement to be performed or complied with by it under this Agreement on or prior to or on the Effective TimeClosing Date.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cooper Tire & Rubber Co), Agreement and Plan of Merger (Westlake Chemical Corp), Agreement and Plan of Merger (Axiall Corp/De/)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with the obligations, and performed or complied in all material respects with the agreements and covenants covenants, required to be performed by, or complied with by by, it under this Agreement on or prior to the Effective Time.date of the Court Hearing;
Appears in 3 contracts
Samples: Acquisition Agreement (Cardtronics PLC), Acquisition Agreement (NCR Corp), Acquisition Agreement (Cardtronics PLC)
Performance of Obligations of the Company. The Company shall have performed, or complied with, in all material respects all agreements and covenants required to be performed or complied with by it under this Agreement on or prior to the Company Merger Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ranger Oil Corp), Agreement and Plan of Merger (Ranger Oil Corp), Agreement and Plan of Merger (Baytex Energy Corp.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects all with the covenants and agreements and covenants required contained in this Agreement to be performed or complied with by it under this Agreement on or prior to or on the Effective TimeClosing Date.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (United Technologies Corp /De/), Agreement and Plan of Merger (Goodrich Corp), Agreement and Plan of Merger (Omnova Solutions Inc)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all agreements and covenants or obligations required to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (LAIX Inc.), Agreement and Plan of Merger (Ma Baoli), Agreement and Plan of Merger (BlueCity Holdings LTD)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects any obligations and complied in all material respects with any covenants or other agreements and covenants required of the Company to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (infoGROUP Inc.), Agreement and Plan of Merger (Thinkorswim Group Inc.), Agreement and Plan of Merger (Td Ameritrade Holding Corp)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all material agreements and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing Date.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Northwestern Corp), Agreement and Plan of Merger (Northwestern Corp), Agreement and Plan of Merger (Airxcel Inc)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all obligations, agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Select Income Reit), Agreement and Plan of Merger (Cole Corporate Income Trust, Inc.), Agreement and Plan of Merger (Select Income REIT)
Performance of Obligations of the Company. The Company shall have performed, or in all material respects, all obligations and complied with, in all material respects respects, all agreements and covenants required to be performed or complied with by it under this Agreement on or prior to the Effective Time.;
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Opgen Inc), Agreement and Plan of Merger (Liposcience Inc), Agreement and Plan of Merger (Medtox Scientific Inc)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects all with the obligations, covenants and agreements and covenants required to be performed or complied with by it under this the Agreement on at or prior to the Effective TimeClosing.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (SALESFORCE.COM, Inc.), Agreement and Plan of Merger (Capri Holdings LTD), Agreement and Plan of Merger (Tapestry, Inc.)
Performance of Obligations of the Company. The Company shall (and/or its appropriate Subsidiaries) will have performed, or complied with, performed in all material respects all its agreements and covenants contained in or contemplated by this Agreement which are required to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Midamerican Energy Holdings Co /New/), Agreement and Plan of Merger (Puget Energy Inc /Wa), Agreement and Plan of Merger (Constellation Energy Group Inc)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects (or with respect to any covenant or agreement qualified by materiality, in all respects) with the covenants and agreements and covenants required contained in this Agreement to be performed or complied with by it under this Agreement on or prior to or on the Effective TimeClosing Date.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Alleghany Corp /De), Agreement and Plan of Merger (Precision Castparts Corp), Agreement and Plan of Merger
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, in all material respects with all agreements of the covenants and covenants obligations of this Agreement required to be performed or and complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Haynes International Inc), Agreement and Plan of Merger (Haynes International Inc)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects any obligation and complied in all agreements and covenants required material respects with any agreement or covenant of the Company to be performed or complied with by it under this Agreement on or prior to or at the Effective Timetime of the Closing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Home Products International Inc), Agreement and Plan of Merger (Tennant James R)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects all with its obligations, agreements and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Elizabeth Arden Inc), Agreement and Plan of Merger (Revlon Inc /De/)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects all with its agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement on or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (AeroGrow International, Inc.), Agreement and Plan of Merger (SMG Growing Media, Inc.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all agreements and covenants required to be performed or complied with by it under this Agreement on or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Monmouth Real Estate Investment Corp), Agreement and Plan of Merger (Industrial Logistics Properties Trust)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all of the obligations, agreements and covenants required contained in this Agreement to be performed or complied with by it under this Agreement on the Company at or prior to the Effective TimeClosing pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Neon Therapeutics, Inc.), Agreement and Plan of Merger (BioNTech SE)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all agreements of the agreements, covenants and covenants obligations in this Agreement required to be performed or complied with by it under this Agreement on or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Treaty Oak Bancorp Inc), Agreement and Plan of Merger (State National Bancshares, Inc.)
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, in all material respects with all agreements and covenants required to be performed or and complied with by it the Company under this Agreement on at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Superclick Inc), Agreement and Plan of Merger (At&t Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, in all material respects all agreements and covenants required to be performed or complied with by it under this Agreement on or prior to the First Merger Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Ritchie Bros Auctioneers Inc), Agreement and Plan of Merger and Reorganization (IAA, Inc.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all agreements agreements, covenants and covenants obligations required to be performed or complied with by it under this Agreement on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Merit Medical Systems Inc), Agreement and Plan of Merger (Biosphere Medical Inc)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all agreements and covenants obligations required to be performed or and complied in all material respects with each covenant to be complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ashland Inc.), Agreement and Plan of Merger (Hercules Inc)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Office Properties Income Trust), Agreement and Plan of Merger (Diversified Healthcare Trust)
Performance of Obligations of the Company. The Company shall will have performed, or performed and complied with, in all material respects all agreements respects, its agreements, obligations and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Global Blood Therapeutics, Inc.), Agreement and Plan of Merger (Arena Pharmaceuticals Inc)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects any material obligation and complied in all agreements and covenants required material respects with any material agreement or covenant of the Company to be performed or complied with by it under this Agreement on or prior to or at the Effective Timetime of the Closing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Championship Auto Racing Teams Inc), Agreement and Plan of Merger (Championship Auto Racing Teams Inc)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all obligations, and complied in all material respects with the agreements and covenants covenants, required to be performed by or complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Arch Capital Group Ltd.), Agreement and Plan of Merger (Watford Holdings Ltd.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects respects, all agreements and covenants or obligations required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (New Frontier Public Holding Ltd.), Agreement and Plan of Merger (New Frontier Health Corp)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects with all agreements obligations and covenants (considered individually and collectively) required by this Agreement and the Ancillary Agreements to be performed or complied with by it under this Agreement on or prior the Company, and the Purchaser shall have received a certificate signed by an authorized officer of the Company to the Effective Timesuch effect.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Solar Power, Inc.), Stock Purchase Agreement (LDK Solar Co., Ltd.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all agreements obligations, and covenants complied in all material respects with all covenants, required to be performed or complied with by it under this Agreement on or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Golden Nugget Online Gaming, Inc.), Agreement and Plan of Merger (DraftKings Inc.)
Performance of Obligations of the Company. The Company shall have performed, or performed and complied with, with in all material respects all agreements covenants and covenants obligations required to be performed or complied with by it under this Agreement on at or prior to the Effective Time.;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (American Renal Associates Holdings, Inc.), Agreement and Plan of Merger (American Renal Associates Holdings, Inc.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects all with each of the obligations, agreements and covenants required contained in this Agreement to be performed or and complied with by it under this Agreement on the Company at or prior to the Effective TimeClosing pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Timber Pharmaceuticals, Inc.), Agreement and Plan of Merger (Timber Pharmaceuticals, Inc.)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, with in all material respects all covenants and agreements and covenants required to be performed or complied with by it under this Agreement on or prior to the Effective Time.Closing Date;
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Jazz Technologies, Inc.), Agreement and Plan of Merger and Reorganization (Tower Semiconductor LTD)
Performance of Obligations of the Company. The Company shall have performed, performed or complied withcomplied, in all material respects all respects, with each of its covenants and agreements and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Meet Group, Inc.), Agreement and Plan of Merger (Sothebys)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects all agreements respects, the obligations contained in this Agreement and covenants required to be performed or complied with by it under this Agreement on or prior to or on the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Transaction Agreement (Chicago Bridge & Iron Co N V), Transaction Agreement (Shaw Group Inc)
Performance of Obligations of the Company. The Company shall have performed, complied with or complied with, performed in all material respects all agreements and covenants required the obligations that are to be performed or complied with by it under this Agreement on or prior to the Effective TimeAgreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SteadyMed Ltd.), Agreement and Plan of Merger (UNITED THERAPEUTICS Corp)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects all agreements and covenants obligations required to be performed or complied with by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Diffusion Pharmaceuticals Inc.), Agreement and Plan of Merger (Diffusion Pharmaceuticals Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects each of the obligations, and complied in all material respects with each of the agreements and covenants covenants, required to be performed by, or complied with by by, it under this Agreement on at or prior to the Effective Time.Closing, provided that the Company shall have performed in all respects the obligations, and complied in all respects with the agreements and covenants, required to be performed by, or complied with by, it under Section 5.1(c)(xiii)(A) of this Agreement at or prior to the Closing;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rite Aid Corp), Agreement and Plan of Merger (Walgreens Boots Alliance, Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all obligations, covenants and agreements and covenants required to be performed or complied with by it under this Agreement on at or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Mergerby (Nextera Energy Inc), Agreement and Plan of Merger (Hawaiian Electric Co Inc)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects all its agreements and covenants required contained in this Agreement to be performed or complied with by it under this Agreement on the Company at or prior to the Effective TimeTime pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (COHOES FASHIONS of CRANSTON, Inc.), Agreement and Plan of Merger (Burlington Coat Factory Warehouse Corp)
Performance of Obligations of the Company. The Company shall have performed, or complied with, in all material respects performed all agreements obligations and complied with all covenants required by this Agreement to be performed or complied with by it under this Agreement on or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (CAESARS ENTERTAINMENT Corp), Agreement and Plan of Merger (Eldorado Resorts, Inc.)
Performance of Obligations of the Company. The Company shall have performed, complied with or complied with, performed in all material respects all of the Company’s covenants and agreements and covenants it is required to be performed comply with or complied with by it perform under this Agreement on at or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zeltiq Aesthetics Inc), Agreement and Plan of Merger (Zeltiq Aesthetics Inc)
Performance of Obligations of the Company. The Company shall have performed, or complied with, in Each and all material respects all of the agreements and covenants required of the Company to be performed or and complied with by it under pursuant to this Agreement on or prior to the Parent Effective TimeTime shall have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Delek US Holdings, Inc.), Agreement and Plan of Merger (Alon USA Energy, Inc.)
Performance of Obligations of the Company. The Company shall have performed, or complied with, performed in all material respects (or, with respect to any obligation or agreement qualified by materiality or Material Adverse Effect, in all agreements respects) all obligations and covenants required agreements, and complied in all material respects (or with respect to any covenant qualified by materiality, in all respects) with all covenants, contained in this Agreement to be performed or complied with by it under this Agreement on or prior to or on the Effective TimeClosing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Meade Instruments Corp), Agreement and Plan of Merger (Meade Instruments Corp)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects all agreements and covenants with its obligations required to be performed or complied with by it under this Agreement on or prior to the Effective Time.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hill International, Inc.), Agreement and Plan of Merger (Hill International, Inc.)
Performance of Obligations of the Company. The Company shall have performed, complied with or complied with, performed in all material respects all agreements and covenants obligations required to be performed or complied with or performed by it under this Agreement on at or prior to the Effective TimeClosing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Triton International LTD), Agreement and Plan of Merger (Textainer Group Holdings LTD)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, in all material respects all with the obligations, covenants and agreements and covenants required that are to be performed or complied with by it the Company under this Agreement on or prior to the Effective Time.;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Easylink Services International Corp), Agreement and Plan of Merger (Open Text Corp)
Performance of Obligations of the Company. The Company shall have performed, performed or complied with, with in all material respects all its agreements and covenants contained in this Agreement which are required to be performed or complied with by it under this Agreement on the Company at or prior to the Effective TimeClosing pursuant to the terms of this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Chindex International Inc), Agreement and Plan of Merger (Chindex International Inc)
