Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; and Acquirer shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (BBCN Bancorp Inc), Agreement and Plan of Merger (Hope Bancorp Inc), Agreement and Plan of Merger (BBCN Bancorp Inc)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; and Acquirer Buyer shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and or the Chief Financial Officer of the Company to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Prospect Capital Corp), Agreement and Plan of Merger (Patriot Capital Funding, Inc.)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at on or prior to the Effective TimeClosing Date; and Acquirer the Buyer shall have received a certificate certificate, in a form reasonably satisfactory to the Buyer, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an authorized officer of the Company to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Aclaris Therapeutics, Inc.), Agreement and Plan of Merger (Sucampo Pharmaceuticals, Inc.)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations 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 at or prior to the Effective Time; , and Acquirer Acquiror shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an authorized executive officer of the Company to such effect.
Appears in 2 contracts
Samples: Arrangement Agreement (NGAS Resources Inc), Arrangement Agreement (Magnum Hunter Resources Corp)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; Time in order to consummate the Merger, and Acquirer Purchaser shall have received a certificate certificate, dated the Effective Date, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer a duly authorized officer of the Company to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (PEM Holding Co.), Agreement and Plan of Merger (Penn Engineering & Manufacturing Corp)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at on or prior to the Effective TimeClosing Date; and Acquirer Buyer shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an officer of the Company to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Trimble Navigation LTD /Ca/), Agreement and Plan of Merger (@Road, Inc)
Performance of Obligations of the Company. The Company shall ----------------------------------------- have performed or complied with in all material respects all material obligations required to be performed or complied with by it under this Agreement at or prior to the Effective Time; , and Acquirer Acquisition shall have received a certificate to such effect signed on behalf of the Company by the its Chief Executive Officer and the or its Chief Financial Officer of the Company to such effectOfficer.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Banctec Inc), Agreement and Plan of Merger (Banctec Inc)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; Closing Date, and Acquirer the Purchasing Parties shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an authorized officer of the Company to such effect.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Jones Apparel Group Inc), Stock Purchase Agreement (Jones Apparel Group Inc)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; , and Acquirer Acquiror shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and chief executive officer or the Chief Financial Officer chief financial officer of the Company to such effect.. 6.2.3
Appears in 2 contracts
Samples: Exhibit 2 Agreement and Plan of Merger (Columbus Realty Trust), Exhibit 2 Agreement and Plan of Merger (Post Apartment Homes Lp)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to and the Effective Time; and Acquirer Purchaser shall have received at Closing a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an executive officer of the Company to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ipsen, S.A.), Agreement and Plan of Merger (Tercica Inc)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; Closing Date, including, without limitation, the obligations of the Company under Section 4.3 hereof with respect to the Company Awards and Acquirer other securities, and Dimensional shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an executive officer of the Company to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Dimensional Associates, LLC), Agreement and Plan of Merger (Orchard Enterprises, Inc.)
Performance of Obligations of the Company. The Company shall have performed in all material respects all each of its obligations required to be performed by it under this Agreement at on or prior to the Effective Time; Closing Date, and Acquirer the Buyer shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and chief executive officer or the Chief Financial Officer chief financial officer of the Company to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vital Signs Inc), Agreement and Plan of Merger (General Electric Co)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; Closing, and Acquirer Buyer shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the or Chief Financial Officer of the Company to such effect.
Appears in 2 contracts
Samples: Conduct Agreement (CommScope Holding Company, Inc.), Conduct Agreement (ARRIS International PLC)
Performance of Obligations of the Company. The Company shall have ----------------------------------------- performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; , and Acquirer the Acquiror shall have received a certificate certificate, dated the Effective Date, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Samples: Dime Bancorp Inc
Performance of Obligations of the Company. The Company shall have performed in all material respects all its obligations required to be performed by it under this Agreement at or prior to the Effective Time; Closing Date, and Acquirer the Controlling Shareholder shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Acorn International, Inc.)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations 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 at or prior to the Effective Time; , and Acquirer Acquirors shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an authorized executive officer of the Company to such effect.
Appears in 1 contract
Samples: Arrangement Agreement (Magnum Hunter Resources Corp)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; Closing, and Acquirer the Investor shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; and Acquirer Agreement. The Buyer shall have received a certificate to such effect signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effectCompany.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Commercial Net Lease Realty Inc)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; and Acquirer shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective TimeClosing; and Acquirer Buyer shall have received a certificate signed on behalf of the Company by the Chief Executive Officer chief executive officer and the Chief Financial Officer chief financial officer of the Company to such effect.
Appears in 1 contract
Performance of Obligations of the Company. The Company shall have performed and complied in all material respects all obligations required to be performed or complied with by it under this Agreement at or prior to the Effective Time; Closing Date, and Acquirer Purchaser shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer a duly authorized officer of the Company to such effect.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (On Assignment Inc)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; , and Acquirer the Acquiror shall have received received, prior to the Effective Time, a certificate certificate, dated the Effective Date, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company a senior executive officer to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Kinnard Investments Inc)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to before the Effective Time; , and Acquirer and Merger Sub shall have received a certificate certificate, dated the Closing Date, signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an authorized officer of the Company to such that effect.
Appears in 1 contract
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; Closing Date, and Acquirer Acquiror shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an executive officer of the Company to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Aames Investment Corp)
Performance of Obligations of the Company. The Company and its Subsidiaries shall have performed in all material respects all obligations required to be performed by it the Company or its Subsidiaries under this Agreement at on or prior to the Effective Time; Closing Date and Acquirer the Buyer shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an authorized officer of the Company to such effect.
Appears in 1 contract
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; , and Acquirer Acquiror shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and chief executive officer or the Chief Financial Officer chief financial officer of the Company Company, in such capacity, to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Storage Trust Realty)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; Time and Acquirer Acquiror shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the its Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (MPW Industrial Services Group Inc)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective TimeClosing Date; and Acquirer Buyer shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer of the Company to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (IntraLinks Holdings, Inc.)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; Closing and Acquirer complied in all material respects with all of its covenants under this Agreement through the Closing and Purchaser shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an executive officer of the Company to such effect.
Appears in 1 contract
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Effective Time; Closing Date, and Acquirer Purchaser shall have received a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an executive officer of the Company to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Golfsmith International Holdings Inc)
Performance of Obligations of the Company. The Company shall have performed in all material respects all obligations required to be performed by it the Company under this Agreement at or prior to the Effective Time; Closing, and Acquirer the Company shall have received delivered to the Special Committee a certificate signed on behalf of the Company by the Chief Executive Officer and the Chief Financial Officer an executive officer of the Company to such effect.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dell Technologies Inc)
