Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 60 contracts
Samples: Equity Interest Purchase Agreement (Coleman Cable, Inc.), Stock Purchase Agreement (James River Coal CO), Stock Purchase Agreement (Independence Holding Co)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 36 contracts
Samples: Stock Purchase Agreement (Cardiotech International Inc), Membership Interests Purchase Agreement (Cal Maine Foods Inc), Stock Purchase Agreement (Aduddell Industries Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually)Closing, must have been duly performed and complied with in all material respects.
Appears in 6 contracts
Samples: Merger Agreement (Office Centre Corp), Merger Agreement (Office Centre Corp), Merger Agreement (Office Centre Corp)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 6 contracts
Samples: Stock Purchase Agreement (Qad Inc), Stock Purchase Agreement (Able Energy Inc), Stock Purchase Agreement (Masada Security Holdings Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers Seller are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 5 contracts
Samples: LLC Ownership Interest Purchase Agreement (Vystar Corp), LLC Ownership Interest Purchase Agreement (Vystar Corp), Stock Purchase Agreement (Timeline Inc)
Seller’s Performance. (a) All of the covenants and obligations that the Company and the Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Transit Group Inc), Agreement (Transit Group Inc), Agreement And (Transit Group Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects. Seller must have delivered each of the documents required to be delivered by Seller pursuant to Section 1.5.1.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Venturi Technologies Inc), Stock Purchase Agreement (Venturi Technologies Inc), Stock Purchase Agreement (Venturi Technologies Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers the Sellers, or any of them, are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these such covenants and obligations (considered individually), must shall have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: V Purchase Agreement (Atlas Industries Holdings LLC), Iv Purchase Agreement (Atlas Industries Holdings LLC), Iv Purchase Agreement (Atlas Industries Holdings LLC)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing Date (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Group 1 Automotive Inc), Stock Purchase Agreement (Group 1 Automotive Inc), Stock Purchase Agreement (Group 1 Automotive Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these such covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Standex International Corp/De/), Stock Purchase Agreement (Standex International Corp/De/), Stock Purchase Agreement (Integrated Communication Networks Inc)
Seller’s Performance. (a) All of the covenants and obligations that the Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must shall have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Purchase Agreement (Indus International Inc), Purchase Agreement (Systems & Computer Technology Corp)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material Material respects.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Foster L B Co), Stock Purchase Agreement (Foster L B Co)
Seller’s Performance. (a) 7.2.1. All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Svi Holdings Inc), Acquisition Agreement (Carnegie International Corp)
Seller’s Performance. (a) All Each of the covenants and obligations that Sellers and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Escrow Agreement (Craftmade International Inc), Stock Purchase Agreement (Gainsco Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers and Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively)Closing, and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Merger Agreement (Office Centre Corp), Merger Agreement (Office Centre Corp)
Seller’s Performance. (a) All of the covenants and obligations that Sellers and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Employment Agreement (Sona Development Corp), Stock Purchase and Shareholders' Agreement (Sibling Entertainment Group, Inc.)
Seller’s Performance. (a) All of the covenants and obligations that Sellers or the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are Company is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers and DFA are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement and Recapitalization Agreement (Suiza Foods Corp)
Seller’s Performance. (a) a. All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Acquisition Agreement (Carnegie International Corp)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these the covenants and obligations (considered individually), must have been duly fully performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that the Sellers are required to perform or to comply with pursuant to this Agreement at on or prior to before the Closing Date (considered collectively), both collectively and each of these covenants and obligations (considered individually), ) must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a7.2(A) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (SFX Entertainment Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers and Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually)Closing, must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing or at or prior to the FCC Approval Date (considered collectively), ) and each of these covenants and obligations (considered individually), ) must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are each Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in complied. All record and beneficial owners of Shares and all material respectsholders of Options shall have executed this Agreement.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.. 37
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), ) and each of these covenants and obligations (considered individually), must ) shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All Except as set forth in ss.7.2(b) below, all of the covenants and obligations that Sellers and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that the Company and/or Sellers (including Sellers’ Representative) are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (Curative Health Services Inc)
Seller’s Performance. (a) 6.3.1 All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively)Closing, individually and each of these covenants and obligations (considered individually)in the Aggregate, must have been duly and fully performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (American Physicians Capital Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers Sellers, the Holding Corporation, and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers and Shareholders are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are Sellers, Ray, Xxx XXX, Michxxx, xxd Brucx xxx required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are either Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers or the Acquired Companies are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Purchase Agreement (Ambi Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers and Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Merger Agreement (Compscripts Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respectswith. Each document required to be delivered pursuant to Section 2.4 must have been delivered.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are each Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the material covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Share Purchase and Contribution Agreement (Nordstrom Inc)
Seller’s Performance. (a) A. All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respectsrespects provided however that each of Seller's covenants and obligations set forth in Section 5.3 and 5.7 hereof must have been duly performed and complied with in all respects without regard to materiality.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers Seller and CML are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.and
Appears in 1 contract
