Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time 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 7 contracts
Samples: Agreement and Plan of Merger (Ugly Duckling Corp), 2 Agreement and Plan of Merger (Oneil Timothy P), Agreement and Plan of Merger (Hudson General Corp)
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party to this Agreement to consummate and effect the Merger this Agreement and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived, in whole or in partwriting, to by agreement of all the extent permitted by applicable lawparties hereto:
Appears in 7 contracts
Samples: Agreement and Plan of Reorganization (Cybercash Inc), Agreement and Plan of Reorganization (Maxtor Corp), Agreement of Merger (Zhone Technologies Inc)
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby shall be subject to the satisfaction fulfillment or waiver by the Board of Directors of the waiving party (subject to applicable law) at or prior to the Effective Time Date of each 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 5 contracts
Samples: Agreement and Plan of Merger (Fairchild Corp), Indemnification Agreement (Fairchild Industries Inc /De/), Agreement and Plan of Merger (Banner Aerospace Inc)
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party to this Agreement to effect the Merger and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time 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 5 contracts
Samples: Agreement and Plan of Merger (Career Education Corp), Agreement and Plan of Reorganization (Tut Systems Inc), Plan of Reorganization and Agreement (Maverick Tube Corporation)
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby shall shall, except as hereinafter provided in this Section, be subject to the satisfaction at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable lawApplicable Law:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Westinghouse Electric Corp), Agreement and Plan of Merger (American Radio Systems Corp /Ma/), Agreement and Plan of Merger (American Radio Systems Corp /Ma/)
Conditions to Obligations. of Each Party to Effect the MergerOF EACH PARTY UNDER THIS AGREEMENT. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby herein shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable lawLaw:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Wausau Paper Mills Co), Agreement and Plan of Merger (Mosinee Paper Corp), Agreement and Plan of Merger (Daou Systems Inc)
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party Party to effect the Merger and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable lawApplicable Law:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Dauten Kent P), Agreement and Plan of Merger (Iron Mountain Inc /De), Agreement and Plan of Merger (Iron Mountain Inc /De)
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable lawApplicable Law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (American Radio Systems Corp /Ma/), Agreement and Plan of Merger (American Radio Systems Corp /Ma/)
Conditions to Obligations. of Each Party to Effect the MergerOF EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party hereto to effect the Merger and the other transactions contemplated hereby herein shall be subject to the satisfaction satisfaction, at or prior to the Effective Time 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:: (a)
Appears in 2 contracts
Samples: Agreement and Plan of Merger (El Paso Natural Gas Co), Agreement and Plan of Merger (Newport News Shipbuilding Inc)
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party hereto to effect the Merger and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time 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 2 contracts
Samples: Agreement and Plan of Merger (Harcor Energy Inc), Agreement and Plan of Merger (Seneca West Corp)
Conditions to Obligations. of Each Party to Effect the MergerUnder this Agreement. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby herein shall be subject to the satisfaction at or prior to the Effective Time 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 2 contracts
Samples: Employment Agreement (Bayard Drilling Technologies Inc), Agreement and Plan of Merger (Nabors Industries Inc)
Conditions to Obligations. of Each Party to Effect the MergerOF EACH PARTY TO EFFECT THE MERGER. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby herein shall be subject to the satisfaction at on or prior to the Effective Time Closing Date 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 to Effect the Merger. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby shall be subject to the satisfaction fulfillment at or prior to the Effective Time 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 to Effect the Merger. The respective obligations of each party the parties to effect the Merger and the other transactions contemplated hereby shall be are subject to the satisfaction satisfaction, at or prior to the Effective Time Closing, of each of the following conditions, conditions (provided that no party may invoke the failure or nonsatisfaction of either such condition if such party’s failure to fulfill any obligation under this Agreement has been a principal cause of or all resulted in the failure or nonsatisfaction of which may be waived, in whole or in part, to the extent permitted by applicable law:such condition):
Appears in 1 contract
Samples: Agreement and Plan of Merger (Silicon Graphics International Corp)
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby shall shall, except as hereinafter provided in this Section, be subject to the satisfaction at or prior to the Effective Time Closing Date of the following conditions, any or all of which may be -45- 50 waived, in whole or in part, to the extent permitted by applicable lawApplicable Law:
Appears in 1 contract
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of the following conditions; provided, however, that no party shall refuse to consummate the Merger if a condition is not satisfied as a result of a breach by such party of any agreement, representation, warranty or all covenant of which may be waived, in whole or in part, to the extent permitted by applicable lawsuch party under this Agreement:
Appears in 1 contract
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable law:: (a)
Appears in 1 contract
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party hereto to consummate and effect the Merger this Agreement and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time of each of the following conditions, any or all of which may be waived, in whole or in partwriting, to by agreement of the extent permitted by applicable lawparties hereto:
Appears in 1 contract
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party to effect consummate the Merger and the other transactions contemplated hereby shall be subject to the satisfaction at or prior to the Effective Time Closing of each of the following conditions, any or all of which may be waived, in whole or in part, to the maximum extent permitted by applicable law:Law may be waived in a written agreement of the Company (for itself and Hold Co) and Parent (for itself and Merger Sub) (each such condition is solely for the benefit of the parties hereto and may be waived without notice, Liability or obligation to any Person):
Appears in 1 contract
Conditions to Obligations. of Each Party to Effect the Merger. The respective obligations of each party to this Agreement to consummate and effect the Merger this Agreement and the other transactions contemplated hereby shall be subject to the satisfaction at on or prior to the Effective Time of each of the following conditions, any or all of which may be waived, in whole or in partwriting, to by agreement of all the extent permitted by applicable lawparties hereto:
Appears in 1 contract
