Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party to effect the Mergers shall be subject to the fulfillment (or waiver by the Company and Parent, to the extent permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving party) at or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Synnex Corp), Agreement and Plan of Merger (Synnex Corp), Agreement and Plan of Merger (Convergys Corp)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party to effect the Mergers and the other transactions to be effected at the Closing as contemplated by this Agreement shall be subject to the fulfillment (or waiver by the Company and Parentor, to the extent permissible under applicable Law permitted by Law, waiver in writing by Parent and provided that such waiver shall only be effective as to the conditions of the waiving partyCompany) at or prior to and as of the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Diamond Offshore Drilling, Inc.), Agreement and Plan of Merger (Noble Corp PLC), Agreement and Plan of Merger (Diamond Offshore Drilling, Inc.)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party to effect the Mergers shall be subject to the fulfillment (or waiver by the Company and Parentall parties, to the extent permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving partyLaw) at or prior to the Effective Time of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Energy Transfer LP), Agreement and Plan of Merger (Enable Midstream Partners, LP), Agreement and Plan of Merger (Hyde Park Acquisition Corp. II)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party the Parties to this Agreement to effect the Mergers shall be and to consummate the other transactions contemplated by this Agreement are subject to the fulfillment (or waiver by the Company and Parentsatisfaction or, to the extent permissible under applicable Law and provided that such permitted by Law, waiver shall only be effective as to the conditions by each of the waiving party) Parties at or prior to the Partnership Merger Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (RPT Realty), Agreement and Plan of Merger (Kimco Realty Corp)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party hereto to effect the Mergers shall be subject to the fulfillment satisfaction (or waiver by the Company and Parentwaiver, to the extent if permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving partyLaw) at on or prior to the First Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (GrubHub Inc.), Agreement and Plan of Merger
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations obligation of each party to effect the Mergers shall be is subject to the fulfillment satisfaction or (or waiver by the Company and Parent, to the extent permissible under applicable Law and provided that legally permitted) waiver (other than the condition set forth in Section 6.1(a)(ii) with respect to this Agreement, which may not be waived) by such waiver shall only be effective as to the conditions of the waiving party) party at or prior to the Merger 1 Effective Time of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Greenlane Holdings, Inc.), Agreement and Plan of Merger (KushCo Holdings, Inc.)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations obligation of each party to effect the Mergers shall be Transaction is subject to the fulfillment (satisfaction or waiver by the Company and Parent, (to the extent permissible under permitted by applicable Law and provided that such waiver shall only be effective as to other than the conditions of the waiving set forth in Section 7.1(a) which may not be waived by any party) at or prior to the Effective Time Closing of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Spectrum Brands, Inc.), Agreement and Plan of Merger (Harbinger Capital Partners Master Fund I, Ltd.)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party of the Parties to effect the Mergers shall be subject to the fulfillment (or waiver by the Company and Parentsatisfaction or, to the extent permissible under permitted by applicable Law and provided that such Law, the waiver shall only be effective as to the conditions of the waiving party) at on or prior to the Parent Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Delek US Holdings, Inc.), Agreement and Plan of Merger (Alon USA Energy, Inc.)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party the parties to effect the Mergers shall be subject to the fulfillment (satisfaction, or waiver (except with respect to Section 7.1(a), which shall not be waivable) by the Company and Parent, to the extent permissible under applicable Law and provided that such waiver shall only be effective as to the conditions each of the waiving party) parties, at or prior to the Effective Time Closing of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Martha Stewart Living Omnimedia Inc), Agreement and Plan of Merger (Sequential Brands Group, Inc.)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations obligation of each party to effect the Mergers shall will be subject to the fulfillment (satisfaction or waiver by the Company and Parent, to the extent permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving party) at on or prior to the Effective Time Closing Date of each of the following conditions, any and all of which may be waived in whole or in part by Parent, Merger Sub 1, Merger Sub 2, Merger Sub 3, HoldCo and the Company to the extent permitted by applicable law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Business Objects Sa), Agreement and Plan of Merger (Crystal Decisions Inc)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party the Parties to effect the Mergers shall be and to consummate the other transactions contemplated by this Agreement are subject to the fulfillment (or waiver by the Company and Parentsatisfaction or, to the extent permissible under applicable Law and provided that such permitted by Law, waiver shall only be effective as to the conditions by each of the waiving party) Parties at or prior to the Merger Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cottonwood Communities, Inc.)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party the Parties to effect the Mergers shall be and to consummate the other transactions contemplated by this Agreement are subject to the fulfillment (or waiver by the Company and Parentsatisfaction or, to the extent permissible under applicable Law and provided that such permitted by Law, waiver shall only be effective as to the conditions by each of the waiving party) Parties at or prior to the Partnership Merger Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cole Office & Industrial REIT (CCIT II), Inc.)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party Party hereto to effect the Mergers and consummate the other transactions contemplated hereby shall be subject to the fulfillment satisfaction (or waiver by the Company and Parentwaiver, to the extent if permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving partyLaw) at or prior to the Effective Time Closing of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Gentiva Health Services Inc)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party to effect the Mergers and the other transactions to be effected at the Closing as contemplated by this Agreement shall be subject to the fulfillment (or waiver in writing by the Company Parent and Parent, to the extent permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving partyCompany) at or prior to and as of the Effective Time of the following conditions:
Appears in 1 contract
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party Party to effect the Mergers shall be subject to the fulfillment (or waiver by the Company and Parentwaiver, to the extent permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving partyLaw) at on or prior to the Effective Time Closing Date of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Applied Micro Circuits Corp)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations obligation of each party Party to effect consummate the Mergers shall be is subject to the fulfillment fulfillment, or written (or waiver by the Company and Parent, to the extent permissible under applicable Law permitted by law) waiver by Parent and provided that such waiver shall only be effective as to the conditions of the waiving party) Company, at or prior to before the Effective Time Closing of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (NorthStar Realty Europe Corp.)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party to effect the Mergers shall be subject to the fulfillment (or mutual waiver by the Company and Parent, to the extent permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving partyLaw) at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Columbia Property Trust, Inc.)
Conditions to Each Party’s Obligation to Effect the Mergers. The respective obligations of each party hereto to effect the Mergers shall be subject to the fulfillment satisfaction (or waiver by the Company and Parentwaiver, to the extent if permissible under applicable Law and provided that such waiver shall only be effective as to the conditions of the waiving partyLaw) at on or prior to the Reverse Merger Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Seabulk International Inc)
