Conditions to Obligations of Each Party. The obligation of each party hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 5 contracts
Samples: Purchase Agreement (Avanos Medical, Inc.), Purchase Agreement (Halyard Health, Inc.), Purchase Agreement (Owens & Minor Inc/Va/)
Conditions to Obligations of Each Party. The obligation respective obligations of each party Party hereto to consummate effect the transactions contemplated by this Agreement hereunder shall be subject to the fulfillment satisfaction or written waiver, waiver (where permitted) at or prior to the Closing, Closing of each of the following conditions:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Global Net Lease, Inc.), Agreement and Plan of Merger (Necessity Retail REIT, Inc.), Internalization Agreement (W. P. Carey Inc.)
Conditions to Obligations of Each Party. The obligation of each party hereto Each Party’s obligations to consummate the transactions contemplated by this Agreement shall be is subject to the fulfillment satisfaction or written waiver, waiver at or prior to the Closing, of each of the following conditions:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Cascade Sled Dog Adventures Inc), Share Exchange Agreement (Paragon Financial Corp), Agreement and Plan of Merger (Intrac Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate this Agreement to effect the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing Date of the following conditions:
Appears in 4 contracts
Samples: Merger Agreement (Israel Growth Partners Acquisition Corp.), Agreement and Plan of Merger (Emdeon Inc.), Stock Purchase Agreement (Global Logistics Acquisition CORP)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement to effect the Mergers and the other Transactions, shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions, any one or more of which may be waived in writing by the party or parties whose obligations are conditioned thereupon:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (L Catterton Asia Acquisition Corp), Agreement and Plan of Merger (L Catterton Asia Acquisition Corp), Agreement and Plan of Merger
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall to be consummated at the Closing are subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditions:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Artisoft Inc), Asset Purchase Agreement (Satcon Technology Corp), Agreement and Plan of Merger (Emerson Electric Co)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Caesars Acquisition Co), Stock Purchase Agreement (CAESARS ENTERTAINMENT Corp), Purchase Agreement (Jetblue Airways Corp)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto under this Agreement, including the obligation to consummate the transactions contemplated by this Agreement Agreement, shall be subject to the fulfillment or written waiver, waiver at or prior to the Closing, of each Closing of the following conditions:
Appears in 3 contracts
Samples: Stock Purchase Agreement (TBC Corp), Share Purchase Agreement (TBC Corp), Agreement and Plan of Merger (TBC Corp)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated to be performed by this Agreement shall be it in connection with the Closing is subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditions:conditions (it being understood that each such condition is solely for the benefit of the Parties and may be waived in writing by their mutual agreement, without notice, liability or obligation of any Person):
Appears in 3 contracts
Samples: Asset Purchase Agreement (Astro Med Inc /New/), Asset Purchase Agreement (Astro Med Inc /New/), Asset Purchase Agreement (Astro Med Inc /New/)
Conditions to Obligations of Each Party. The obligation obligations of each party hereto to consummate the transactions contemplated by this Agreement shall to consummate, or cause to be consummated, the Transactions at the Closing is subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditions, any one or more of which may be waived in writing by all of such parties:
Appears in 3 contracts
Samples: Business Combination Agreement (Integral Acquisition Corp 1), Business Combination Agreement (Jupiter Acquisition Corp), Business Combination Agreement (Bite Acquisition Corp.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment satisfaction or written waiver, waiver at or prior to the Closing, of each Closing of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sonic Automotive Inc), Agreement and Plan of Merger (Enpro Industries, Inc), Agreement and Plan of Merger (Callaway Golf Co)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate effect the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions, any or all of which may be waived in writing by the parties hereto:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Dun & Bradstreet Corp/Nw), Share Purchase Agreement (Alcoa Inc), Agreement and Plan of Merger (Streamline Health Solutions Inc.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall to be consummated at the Closing are subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditionscondition:
Appears in 3 contracts
Samples: Membership Interests Purchase Agreement (Nayna Networks, Inc.), Asset Purchase Agreement (Boston Communications Group Inc), Asset Purchase Agreement (Nayna Networks, Inc.)
Conditions to Obligations of Each Party. The obligation obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions:
Appears in 3 contracts
Samples: Master Agreement (Gilead Sciences Inc), Master Agreement (Gilead Sciences Inc), Stock Purchase Agreement (VNU International B.V.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions, unless waived by all parties pursuant to Section 7.5 of this Agreement:
Appears in 2 contracts
Samples: Stock Purchase Agreement (SecureAlert, Inc.), Stock Purchase Agreement
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment satisfaction or written waiverwaiver (where permissible), at on or prior to the ClosingClosing Date, of each of the following conditionscondition:
Appears in 2 contracts
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment satisfaction or written waiver, waiver in writing at or prior to the Closing, Closing of each of the following conditions:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Eventbrite, Inc.), Membership Interest Purchase Agreement (Pandora Media, Inc.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to this Agreement to consummate and effect the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, Closing of each of the following conditions:, any of which may be waived, in writing, by agreement of all the parties hereto (to the extent permitted by law):
Appears in 2 contracts
Samples: Stock Purchase Agreement (INX Inc), Stock Purchase Agreement (INX Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing Date of the following conditions:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Molycorp, Inc.), Securities Purchase Agreement (Molibdenos Y Metales S.A.)
Conditions to Obligations of Each Party. The Each Party’s obligation of each party hereto to consummate the transactions contemplated by this Agreement shall be hereunder is subject to the fulfillment or written waiverfulfilment, at or prior to or at the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Internet Gold Golden Lines LTD), Asset Purchase Agreement (Ampal-American Israel Corp)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall Transactions will be subject to the fulfillment or written waiver, satisfaction at or prior to before the Closing, Closing of each of the following conditions:, which to the extent permitted by Law may be waived in a written agreement of the Company and Parent (for itself and Merger Sub):
Appears in 2 contracts
Samples: Agreement and Plan of Merger (GX Acquisition Corp.), Agreement and Plan of Merger (Citrix Systems Inc)
Conditions to Obligations of Each Party. The obligation Unless these conditions are waived in writing by the parties, the obligations of each party hereto the parties to consummate effect the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each Closing of the following conditions:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Ebrahimi Farhad Fred), Stock Purchase Agreement (Royal Hawaiian Orchards, L.P.)
Conditions to Obligations of Each Party. Under This Agreement. The obligation respective obligations of each party hereto Party to consummate effect the transactions contemplated by this Agreement shall Transaction will be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions, any or all of which may be waived in writing by a Party with respect only to itself, in whole or in part, to the extent permitted by applicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Glass House Brands Inc.), Agreement and Plan of Merger (Glass House Brands Inc.)
Conditions to Obligations of Each Party. The respective obligation of each party hereto to consummate effect the transactions contemplated by this Agreement shall be is subject to the fulfillment satisfaction or written waiver, waiver at or prior to the Closing, Closing of each of the following conditions:
Appears in 2 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Sigma Aldrich Corp)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall Transactions will be subject to the fulfillment or written waiver, satisfaction at or prior to before the Closing, Closing of each of the following conditions, which to the extent permitted by Law may be waived in a written agreement of CTI and XXXXXX:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Coya Therapeutics, Inc.), Agreement and Plan of Merger (Coya Therapeutics, Inc.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Effective Time of the following conditions, any of which may be waived, in writing, by agreement of all Parties:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Mercer Insurance Group Inc), Stock Purchase Agreement (Mercer Insurance Group Inc)
Conditions to Obligations of Each Party. The obligation obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment satisfaction (or written waiver, waiver in writing by such Party) of each of the following conditions at or prior to the Closing, of each of the following conditions:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Clearway Energy, Inc.), Membership Interest Purchase Agreement (Clearway Energy LLC)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement shall Transactions will be subject to the fulfillment or written waiver, satisfaction at or prior to before the Closing, Closing of each of the following conditions, which to the extent permitted by Law may be waived in a written agreement of the Company and Purchaser:
Appears in 2 contracts
Samples: Share Exchange Agreement (Agenus Inc), Stock Purchase Agreement (Datawatch Corp)
Conditions to Obligations of Each Party. The obligation obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall be provided for hereby are subject to the fulfillment or written waiversatisfaction, at on or prior to the ClosingClosing Date, of each of the following conditions:
Appears in 2 contracts
Samples: License Agreement (Castle Holding Corp), Stock Purchase Agreement (Spherix Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall Transactions will be subject to the fulfillment satisfaction or written waiver, waiver at or prior to before the Closing, Closing of each of the following conditions:
Appears in 2 contracts
Samples: Quota Purchase Agreement (Ambarella Inc), Share Purchase Agreement (E2open Inc)
Conditions to Obligations of Each Party. The obligation obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall be herein are subject to the fulfillment or written waiversatisfaction, at on or prior to the ClosingClosing Date, of each of the following conditions:
Appears in 2 contracts
Samples: Stock Purchase Agreement (HealthSpring, Inc.), Stock Purchase Agreement (HealthSpring, Inc.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to this Agreement to consummate and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Effective Time of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Walt Disney Co/), Agreement and Plan of Merger (Manugistics Group Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall Transactions will be subject to the fulfillment satisfaction or written waiver, at waiver (if legally permissible) on or prior to before the Closing, of each Closing Date of the following conditions:
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Clean Energy Fuels Corp.)
Conditions to Obligations of Each Party. The obligation of each party hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each any Closing of the following conditions:
Appears in 2 contracts
Samples: Put Option Agreement (Obsidian Enterprises Inc), Put Option Agreement (Biofarm Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to this Agreement to consummate the transactions contemplated by this Agreement shall be Transactions is subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, Unconditional Time of each of the following conditions, any of which may be waived (to the extent such condition may be waived by such party) in writing:
Appears in 2 contracts
Samples: Transaction Agreement (Discovery Communications, Inc.), Transaction Agreement (Discovery Communications, Inc.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party of the Parties hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, Closing of each of the following conditions, any of which may be waived (to the extent such condition may be validly waived by such Party), in writing, by agreement of the Seller Parties and the Buyer Parties:
Appears in 2 contracts
Samples: Stock Purchase Agreement (A L Industrier As), Stock Purchase Agreement (Alpharma Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate effect the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or written waiver, at or prior to satisfaction as of the Closing, of each Closing of the following conditions, any or all of which may be waived in writing by the parties hereto:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cannae Holdings, Inc.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment satisfaction or written waiver, waiver (to the extent permitted by applicable Law) at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Samples: Stock Purchase Agreement (Heritage-Crystal Clean, Inc.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Effective Time of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Manufactured Home Communities Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate this Agreement to effect the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, satisfaction of the following conditions at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Separation and Release Agreement (Neptune Society Inc/Fl)
Conditions to Obligations of Each Party. The obligation obligations of each party hereto Party to consummate the transactions contemplated by this Agreement Agreement, and the effectiveness of the agreements set forth in Section 4.7 and 4.8, shall be subject to the fulfillment or written waiversatisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Conditions to Obligations of Each Party. Under This Agreement. The obligation respective obligations of each party hereto to consummate effect this Agreement and the other transactions contemplated by this Agreement herein shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable law:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or written waiversatisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Conditions to Obligations of Each Party. Under This Agreement. The obligation respective obligations of each party hereto to consummate this Agreement to effect the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, satisfaction of each of the following conditionsconditions on or before the Closing:
Appears in 1 contract
Samples: Share Purchase Agreement (Adc Telecommunications Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party of the parties hereto to consummate and effect the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or written waiversatisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Loan and Security Agreement (Osprey Technology Acquisition Corp.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement Share Contribution and the other Transactions shall be subject to the fulfillment satisfaction or written waiver, waiver in writing at or prior to the Closing, Closing of each of the following conditions:
Appears in 1 contract
Samples: Acquisition Agreement (Avalanche Biotechnologies, Inc.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto the Parties to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment satisfaction or written waiverwaiver (where permitted) by all Parties hereto, at on or prior to by the ClosingClosing Date, of each of the following conditions:
Appears in 1 contract
Samples: Share Purchase Agreement (Viatel Holding Bermuda LTD)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto the Company, Buyer and Merger Sub to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment satisfaction or written waiver, waiver at or prior to the Closing, of each Closing Date of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (ZAIS Financial Corp.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or prior to the Closing, satisfaction of each of the following conditionsconditions on or before the Closing Date:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective --------------------------------------- obligations under this Agreement of each party hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, Closing of each of the following conditions, any of which may be waived, in writing, by agreement of all the parties:
Appears in 1 contract
Samples: Stock Purchase Agreement (Loudeye Technologies Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate effect the transactions contemplated by this Agreement hereby shall be subject to the fulfillment satisfaction or written waiver, waiver by the appropriate party at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation obligations of each party hereto to consummate this Agreement to effect the transactions contemplated by this Agreement hereby to occur at the Closing shall be subject to the fulfillment or written waiversatisfaction or, at or prior to the Closingextent permitted by Law, waiver of each of the following conditions:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Smith International Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto under this Agreement to consummate and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiversatisfaction, at or prior to on and as of the Closing, of each of the following conditions:, any one or more of which may be waived, in writing, by agreement of all of the parties hereto: (a)
Appears in 1 contract
Samples: Intersolv Inc
Conditions to Obligations of Each Party. Under This Agreement. The obligation respective obligations of each party hereto Party to consummate effect the transactions contemplated by this Agreement shall Transaction will be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions:, any or all of which may be waived in writing by a Party with respect only to itself, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Equity Purchase Agreement
Conditions to Obligations of Each Party. The obligation obligations of each party hereto the Parties to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment satisfaction (or written waiver, waiver by the Parties) at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiverwaiver by Parent and Acquiror, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Purchase Agreement (American International Group, Inc.)
Conditions to Obligations of Each Party. The obligation consummation of each party hereto to consummate the --------------------------------------- transactions contemplated by this Agreement by each party hereto shall be subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, Closing of each of the following conditions, any of which may be waived, in writing, by agreement of all the parties:
Appears in 1 contract
Samples: Limited Partnership and Stock Purchase Agreement (Data Critical Corp)
Conditions to Obligations of Each Party. The obligation respective obligations under this Agreement of each party hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, Closing of each of the following conditions:, any of which may be waived, in writing, by agreement of all the parties: (a)
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions:. Compliance with any of these conditions may be waived by the parties in writing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Advanced Neuromodulation Systems Inc)
Conditions to Obligations of Each Party. The obligation respective obligations under this Agreement of each party hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, Closing of each of the following conditions, any of which may be waived, in writing, by agreement of both the parties:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement to effect the Acquisition shall be subject to the fulfillment satisfaction or written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Acquisition and Stock Purchase Agreement (RiceBran Technologies)
Conditions to Obligations of Each Party. Under This Agreement. The obligation respective obligations of each party hereto Party to consummate effect the transactions contemplated by this Agreement shall Transaction will be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, Closing of each all of the following conditions, any or all of which may be waived in writing by a Party with respect only to itself, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Samples: Equity Exchange Agreement
Conditions to Obligations of Each Party. The obligation respective obligations of each party of the Parties hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, Closing of each of the following conditions, any of which may be waived (to the extent such condition may be validly waived by such Party), in writing, by agreement of the Seller Parties and the Purchaser Parties:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to this Agreement to consummate and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, Closing Date of each of the following conditions, any of which may be waived, in writing, by agreement of all the parties hereto:
Appears in 1 contract
Conditions to Obligations of Each Party. The respective obligation of each party hereto Party to consummate effect the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at or satisfaction prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to this Agreement to consummate and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, Effective Time of each of the following conditions, any of which may be waived, in writing, by the party entitled to assert such condition:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation of respective obligations of each party hereto to this Agreement to consummate the transactions contemplated by this Agreement hereby at Closing shall be subject to the fulfillment satisfaction or written waiver, at or waiver prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Samples: Asset Purchase Agreement
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to this Agreement to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditionsconditions before the Closing Date:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of --------------------------------------- each party hereto to this Agreement to consummate and effect this Agreement and the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiversatisfaction, at or prior to the ClosingEffective Time, of each of the following conditions, any of which may be waived, in writing, by agreement of all the parties hereto:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by under this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to the Closing, of each of the following conditions, any of which may be waived in whole or in part by the applicable party:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement at the Closing shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Stock Purchase Agreement (Renaissancere Holdings LTD)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto of the parties to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment fulfillment, satisfaction or written waiver, waiver at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Cousins Properties Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate this Agreement to effect the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiversatisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Samples: Asset Purchase Option Agreement (WTNH Broadcasting Inc)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate effect the transactions contemplated by this Agreement shall be Transactions are subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions, any or all of which may be waived in writing by the Parties hereto:
Appears in 1 contract
Samples: Contribution Agreement (Rw Holdings NNN Reit, Inc.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to this Agreement to consummate the transactions contemplated by this Agreement shall be hereby are subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditionsconditions as of the Closing Date, any of which may be waived in writing by all the parties hereto:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto the Parties to consummate effect the transactions contemplated by this Agreement Transaction shall be subject to the fulfillment satisfaction or written waiverwaiver by all parties, at on or prior to by the ClosingClosing Date, of each of the following conditions:
Appears in 1 contract
Samples: Sale and Purchase Agreement (Healthtronics Surgical Services Inc)
Conditions to Obligations of Each Party. The respective obligation of each party hereto Party to consummate effect the transactions contemplated by this Agreement shall be Transactions is subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Samples: Securities Purchase Agreement and Plan of Merger (Diplomat Pharmacy, Inc.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to perform this Agreement and consummate the transactions contemplated by this Agreement shall be hereby are subject to the fulfillment or written waiver, at or prior to the Closing, of each or at Closing of the following conditions, unless waived by all Parties in writing:
Appears in 1 contract
Conditions to Obligations of Each Party. Under This Agreement. The obligation respective obligations of each party hereto to consummate effect the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, at satisfaction on or prior to the Closing, of each Closing Date of the following conditions:, any or all of which may be waived by the parties hereto, in whole or in part, to the extent permitted by applicable law: (a)
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate complete the transactions contemplated by this Agreement shall be hereby are subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to perform this Agreement and consummate the Arrangement and the other transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditions, unless waived by both parties in writing as of the Closing Date:
Appears in 1 contract
Conditions to Obligations of Each Party. The respective obligation of each party hereto to consummate the transactions contemplated by this Agreement shall be is subject to the fulfillment satisfaction or written waiver, at (to the extent permitted by Law) waiver on or prior to the Closing, of each Closing Date of the following conditions:
Appears in 1 contract
Conditions to Obligations of Each Party. The obligation of each party Party hereto to consummate the transactions contemplated by this Agreement shall be is subject to the fulfillment satisfaction (or written waiver, at or prior waiver by the Party whose obligations are subject to the Closing, of each such condition) of the following conditionscondition as of the Closing:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Hall of Fame Resort & Entertainment Co)
Conditions to Obligations of Each Party. The respective obligation of each party hereto to consummate effect the consummation of the transactions contemplated by this Agreement shall be is subject to the fulfillment or written waiversatisfaction or, to the extent permitted by applicable Law, waiver by such party at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Samples: Asset Purchase Agreement (Polypore International, Inc.)
Conditions to Obligations of Each Party. The obligation obligations of each party the parties hereto to consummate the transactions contemplated by this Agreement shall be subject to the fulfillment or written waiverwaiver (where permissible), at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Assumption Agreement (Expedia Inc)
Conditions to Obligations of Each Party. The Each Party's obligation of each party hereto to consummate the transactions contemplated by this Agreement shall be hereunder is subject to the fulfillment or written waiverfulfilment, at or prior to or at the Closing, of each of the following conditions:
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Conditions to Obligations of Each Party. The respective obligation of each party hereto Party to consummate the transactions contemplated to be performed by this Agreement shall be it in connection with the Closing is subject to the fulfillment satisfaction, or written waiverwaiver by such Party, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Alterra Healthcare Corp)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to this Agreement to consummate the transactions contemplated by and effect this Agreement and the Contemplated Transactions shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, Closing of each of the following conditions, any of which may be waived, in writing, by agreement of the Parties:
Appears in 1 contract
Samples: Asset Purchase Agreement (Zygo Corp)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions:
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Conditions to Obligations of Each Party. The obligation obligations of each party hereto to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment (or written waiverwhere legally permissible, the waiver by such party) at or prior to the Closing, Closing of each of the following conditions:
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Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by Party under this Agreement shall to be performed on or after the Closing Date are subject to the fulfillment or written waiver, at or prior to the Closing, of each satisfaction of the following conditions, unless waived by both Parties pursuant to Section 12.6:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Bank First National Corp)
Conditions to Obligations of Each Party. The obligation obligations of each party hereto to consummate the transactions contemplated by this Agreement shall be are subject to the fulfillment satisfaction or written waiverwaiver (by the party entitled to the benefits thereof subject, at or in the cases of the MLP and the Operating Partnership, to Section 7.05) prior to the Closing, of each Closing of the following conditions:
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Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto Party to consummate the transactions contemplated by this Agreement shall Transactions will be subject to the fulfillment or written waiver, satisfaction at or prior to before the Closing, Closing of each of the following conditions:, which to the extent permitted by Law may be waived in a written agreement of the Company and Parent (for itself and the other Parent Parties):
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Nerdwallet, Inc.)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate this Agreement to effect the transactions contemplated by this Agreement provided for herein shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions:
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Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to perform this Agreement and consummate the transactions contemplated by this Agreement Merger and the other Transactions shall be subject to the fulfillment satisfaction or written waiver, at waiver on or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Kingfish Holding Corp)
Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to this Agreement to consummate the transactions contemplated by this Agreement Transactions shall be subject to the fulfillment or written waiver, satisfaction at or prior to the Closing, of each Closing of the following conditions:
Appears in 1 contract
Samples: Purchase Agreement (Simmons Co)
Conditions to Obligations of Each Party. The obligation obligations of each party hereto to consummate the transactions contemplated by purchase and sale under this Agreement shall be are subject to the fulfillment or written waiverfulfillment, at or prior to or at the Closing, of each of the following conditions:conditions (any or all of which (other than (a)) may be waived by all the parties):
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Conditions to Obligations of Each Party. The obligation respective obligations of each party hereto to consummate the transactions contemplated by this Agreement hereby shall be subject to the fulfillment or written waiversatisfaction, at or prior to the Closing, of each of the following conditions:
Appears in 1 contract
Samples: Asset Purchase Agreement (Global Health Voyager Inc)
