Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 32 contracts
Samples: Agreement and Plan of Merger (Willbros Group, Inc.\NEW\), Agreement and Plan of Merger (Hanmi Financial Corp), Agreement and Plan of Merger (Leap Wireless International Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an a senior executive officer of Parent to such effect.
Appears in 23 contracts
Samples: Agreement and Plan of Merger (Penn National Gaming Inc), Agreement and Plan of Merger (Tropicana Las Vegas Hotel & Casino, Inc.), Agreement and Plan of Merger (Exelon Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all material obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of each of Parent and Merger Sub by an executive officer of each of Parent and Merger Sub, respectively, to such effect.
Appears in 11 contracts
Samples: Agreement and Plan of Merger (Ares Management LLC), Agreement and Plan of Merger (Ares Management LLC), Agreement and Plan of Merger (Cincinnati Bell Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects all obligations with the covenants and agreements required to be performed or complied with by it them under this Agreement at or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an a duly authorized executive officer of Parent to such effect.; and
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Allergan PLC), Agreement and Plan of Merger (Towers Watson & Co.), Agreement and Plan of Merger (Willis Group Holdings PLC)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of each of Parent and Merger Sub by an executive officer of each of Parent and Merger Sub, respectively, to such effect.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Berkeley Lights, Inc.), Agreement and Plan of Merger (IsoPlexis Corp), Agreement and Plan of Merger (Jefferies Financial Group Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Quest Software Inc), Agreement and Plan of Merger (Dell Inc), Agreement and Plan of Merger (Quest Software Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, ; and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive authorized officer of Parent to such effect.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Bright Mountain Media, Inc.), Agreement and Plan of Merger (Ellie Mae Inc), Agreement and Plan of Merger (GigOptix, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer the Chief Executive Officer or Chief Financial Officer of Parent to such effect.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Conmed Corp), Agreement and Plan of Merger (RR Donnelley & Sons Co), Agreement and Plan of Merger (Bowne & Co Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all of its respective obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent by its Chief Executive Officer and Merger Sub by an executive officer of Parent Chief Financial Officer to such effect.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (ATRM Holdings, Inc.), Agreement and Plan of Merger (Digirad Corp), Agreement and Plan of Merger
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects with all obligations required to be performed or complied with by it them under this Agreement at or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an a duly authorized executive officer of Parent to such effect.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (American Cannabis Company, Inc.), Agreement and Plan of Merger (Radisys Corp), Agreement and Plan of Merger (Visualant Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Harris Corp /De/), Agreement and Plan of Merger (Exelis Inc.), Agreement and Plan of Merger (Terraform Global, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an a senior executive officer of Parent to such effect.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Blount International Inc), Agreement and Plan of Merger (Textron Inc), Agreement and Plan of Merger (Jones Group Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied with, in all material respects respects, all obligations material agreements and covenants required to be performed or complied with by it them under this Agreement at or prior to the Closing Date, Date and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an the chief executive officer or the chief financial officer of Parent to such effect.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Medytox Solutions, Inc.), Agreement and Plan of Merger (CollabRx, Inc.), Agreement and Plan of Merger (Amtech Systems Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.; and
Appears in 6 contracts
Samples: Agreement and Plan of Merger (PAETEC iTel, L.L.C.), Agreement and Plan of Merger (Willis Group Holdings LTD), Agreement and Plan of Merger (Digimarc Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of each of Parent and Merger Sub by an the respective chief executive officer and the chief financial officer of Parent each such entity to such effect.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Sandridge Energy Inc), Agreement and Plan of Merger (Arena Resources Inc), Agreement and Plan of Merger (Anadarko Petroleum Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects (or with respect to any obligation or agreement qualified by materiality or material adverse effect, in all respects) all obligations required and agreements, and complied in all material respects with all covenants, contained in this Agreement to be performed or complied with by it under this Agreement at or prior to or on the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Morgans Foods Inc), Agreement and Plan of Merger (Goodman Networks Inc), Agreement and Plan of Merger (Multiband Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer the Chief Executive Officer of Parent to such effect.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Learning Care Group, Inc), Agreement and Plan of Merger (Archipelago Holdings Inc), And Restated Agreement and Plan of Merger (Archipelago Holdings Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects with all obligations agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement at on or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer Sub, dated as of Parent the Closing Date, to such the foregoing effect.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Remark Media, Inc.), Agreement and Plan of Merger (Banks.com, Inc.), Agreement and Plan of Merger (Remark Media, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations their agreements contained in this Agreement required to be performed by it under this Agreement at on or prior to the Closing Date, Effective Time and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Merger Sub and Parent to such that effect.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Westaff Inc), Agreement and Plan of Merger (Ablest Inc), Agreement and Plan of Merger (Ace Cash Express Inc/Tx)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent its respective Chief Executive Officer to such effecteffect dated as of the Closing Date.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Synergx Systems Inc), Agreement and Plan of Merger (Hirsch International Corp), Agreement and Plan of Merger (En Pointe Technologies Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, ; and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Ambarella Inc), Merger Agreement (TPCO Holding Corp.), Merger Agreement (TPCO Holding Corp.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an the chief executive officer or the chief financial officer of Parent to such effect.
Appears in 4 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Dynamex Inc), Agreement and Plan of Merger (Dynamex Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all covenants and obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company . The Partnership shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Blueknight Energy Partners, L.P.), Agreement and Plan of Merger (Valero Energy Partners Lp), Agreement and Plan of Merger
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all the obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate to such effect from each of Parent and Merger Sub (i) signed on behalf of Parent by the Chief Executive Officer and the Chief Financial Officer of Parent of Parent and (ii) signed on behalf of Merger Sub by an executive officer the Chief Executive Officer and the Chief Financial Officer of Parent to such effectMerger Sub.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Yodlee Inc), Agreement and Plan of Merger (Envestnet, Inc.), Agreement and Plan of Merger (Chubb Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have each performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received receive at Closing a certificate signed on behalf of Parent and Merger Sub by an executive authorized officer of Parent each company to such effect.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Perficient Inc), Agreement and Plan of Merger (Perficient Inc), Agreement and Plan of Merger (Perficient Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Elevate Credit, Inc.), Agreement and Plan of Merger (Elevate Credit, Inc.), Agreement and Plan of Merger (Payless Shoesource Inc /De/)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing DateClosing, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer officers of Parent and Merger Sub to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Directv), Agreement and Plan of Merger (At&t Inc.), Agreement and Plan of Merger (Dobson Communications Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects all with their respective obligations required to be performed or complied with by it them under this Agreement at or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Endurance Specialty Holdings LTD), Agreement and Plan of Merger (Endurance Specialty Holdings LTD), Agreement and Plan of Merger (Montpelier Re Holdings LTD)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects all obligations with the obligations, covenants and agreements required to be performed or complied with by it them under this Agreement at or prior to the Closing DateEffective Time, and the Company Partnership shall have received a certificate signed on behalf of Parent and Merger Sub by an a duly authorized executive officer of Parent to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Teekay LNG Partners L.P.), Agreement and Plan of Merger (Teekay Corp), Agreement and Plan of Merger (Teekay Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects with all obligations required to be performed or complied with by it them under this Agreement at or prior to the Closing DateMerger Effective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an a duly authorized executive officer of Parent to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (NorthStar/RXR New York Metro Real Estate, Inc.), Agreement and Plan of Merger (Aviv Reit, Inc.), Agreement and Plan of Merger (Omega Healthcare Investors Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub 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 hereunder at or prior to the Closing Date, and the Effective Time. The Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent and Merger Sub to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Quality Care Properties, Inc.), Agreement and Plan of Merger (Welltower Inc.), Agreement and Plan of Merger (Health Care Reit Inc /De/)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf by an executive officer and the principal financial officer of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Rock-Tenn CO), Agreement and Plan of Merger (Rock-Tenn CO), Agreement and Plan of Merger (SMURFIT-STONE CONTAINER Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub 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 Closing Date, and the hereunder. The Company shall have received a certificate signed on behalf by a senior officer of Parent and Merger Sub by an executive officer of Parent attesting to such effectthe foregoing.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Kerzner International LTD), Agreement and Plan of Merger (Kerzner International LTD), Agreement and Plan of Merger (Laureate Education, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects with all obligations agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement at on or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive authorized officer of Parent and Merger Sub, dated as of the Closing Date, to such the foregoing effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ingredion Inc), Agreement and Plan of Merger (Penford Corp), Agreement and Plan of Merger (Drugstore Com Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer the Chief Executive Officer of Parent to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Apollo Education Group Inc), Agreement and Plan of Merger (CSC Holdings LLC), Agreement and Plan of Merger (Jasmine Holdco LLC)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects with all obligations agreements and covenants required to be performed by it under this Agreement at or prior to the Closing Date, Date and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive a duly authorized officer of Parent to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Vectis Cp Holdings LLC), Agreement and Plan of Merger (Critical Path Inc), Agreement and Plan of Merger (General Atlantic LLC)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing DateClosing, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Front Yard Residential Corp), Agreement and Plan of Merger (Front Yard Residential Corp), Agreement and Plan of Merger (Athenahealth Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, Effective Time; and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an authorized executive officer of Parent to such the foregoing effect and a certificate signed on behalf of Merger Sub by an authorized executive officer of Merger Sub to the foregoing effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sands Regent), Agreement and Plan of Merger (Herbst Gaming Inc), Agreement and Plan of Merger (Peregrine Systems Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it each of them under this Agreement at or prior to the Closing Date, . Holdings and the Company shall have received a certificate dated as of the Closing Date signed on behalf of Parent and Merger Sub by an executive authorized officer of Parent and Merger Sub to such effectthe effect set forth in this paragraph.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Macrochem Corp), Agreement and Plan of Merger (Macrochem Corp), Agreement and Plan of Merger (Access Pharmaceuticals Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it each of them under this Agreement at or prior to the Closing Date, and the . The Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive authorized officer of Parent and Merger Sub to such effectthe effect set forth in this paragraph.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Somanta Pharmaceuticals Inc.), Agreement and Plan of Merger (Access Pharmaceuticals Inc), Agreement and Plan of Merger (Access Pharmaceuticals Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects with all obligations agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement at or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive authorized officer of Parent and Merger Sub, dated as of the Closing Date, to such the foregoing effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sevcon, Inc.), Agreement and Plan of Merger (Borgwarner Inc), Agreement and Plan of Merger (Remy International, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have duly performed in all material respects all any covenants or obligations required to be performed by it them under this Agreement at or prior to the Closing DateDate in all material respects, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an the chief executive officer, chief financial officer or senior vice president of Parent to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Virage Inc), Agreement and Plan of Merger (Virage Inc), Agreement and Plan of Merger (Autonomy Corp PLC)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to before the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Applied Molecular Transport Inc.), Agreement and Plan of Merger (Cyclo Therapeutics, Inc.), Agreement and Plan of Merger (Cyclo Therapeutics, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing DateClosing, and the Company and EFIH shall have received a certificate signed on behalf of Parent and Merger Sub by an a senior executive officer of Parent and Merger Sub, respectively, to such effect.
Appears in 3 contracts
Samples: Agreement (Sempra Energy), Assignment and Assumption Agreement (Nextera Energy Inc), Assignment and Assumption Agreement (Energy Future Intermediate Holding CO LLC)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed and complied with, in all material respects respects, all of their respective obligations under this Agreement required to be performed or complied with by it under this Agreement them at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of each of Parent and Merger Sub to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cleveland-Cliffs Inc.), Agreement and Plan of Merger (Ak Steel Holding Corp), Agreement and Plan of Merger (Cleveland-Cliffs Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects with all obligations agreements and covenants required to be performed by it under this Agreement at on or prior to the Closing Date, Date and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an the chief executive officer or the chief financial officer of Parent to such effect.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Progenics Pharmaceuticals Inc), Agreement and Plan of Merger (Lantheus Holdings, Inc.), Agreement and Plan of Merger (Lantheus Holdings, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate to such effect signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effectParent.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Biomimetic Therapeutics, Inc.), Agreement and Plan of Merger (Wright Medical Group Inc), Agreement and Plan of Merger (Barr Pharmaceuticals Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate certificates signed on behalf of Parent and Merger Sub by an executive officer signed by, respectively, a designated director of Parent and a designated director of Merger Sub to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (China GrenTech CORP LTD), Agreement and Plan of Merger (China GrenTech CORP LTD)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects and complied in all obligations material respects with all agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Closing Date, and the . The Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Medassets Inc), Agreement and Plan of Merger (Pantry Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects all obligations with the covenants and agreements required to be performed or complied with by it them under this Agreement at or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an a duly authorized executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Indivior PLC), Agreement and Plan of Merger (Indivior PLC)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all covenants and obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent by the Chief Executive Officer and Merger Sub by an executive officer the Chief Financial Officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Usa Interactive), Agreement and Plan of Merger (Udate Com Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at on or prior to the Closing Date, ; and the Company shall have received a certificate signed on behalf of each of Parent and Merger Sub by an the chief executive officer or the chief financial officer of Parent and Merger Sub to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Encore Medical, L.P.), Agreement and Plan of Merger (Encore Medical Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company Target shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Geo Group Inc), Agreement and Plan of Merger (Cornell Companies Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all the agreements and obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of each of Parent and Merger Sub by an a senior executive officer of Parent each to such effectthe effect that the condition set forth in this Section 8.3(b) has been satisfied.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sirna Therapeutics Inc), Agreement and Plan of Merger (Merck & Co Inc)
Performance of Obligations of Parent and Merger Sub. Each of --------------------------------------------------- Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive authorized officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sterling Software Inc), Agreement and Plan of Merger (Sterling Software Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an the chief executive officer or the chief financial officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (DRS Technologies Inc), Agreement and Plan of Merger (Engineered Support Systems Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects the respective obligations, and complied in all obligations material respects with the agreements and covenants, required to be performed by it by, or complied with, them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tyco International LTD /Ber/), Agreement and Plan of Merger (Brink's Home Security Holdings, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects all obligations with the covenants and agreements required to be performed or complied with by it them under this Agreement at or prior to the Closing Date, Effective Time; and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an a duly authorized executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Johnson Controls Inc), Agreement and Plan of Merger (TYCO INTERNATIONAL PLC)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed and complied with, in all material respects all respects, the obligations required to be performed and complied with by it under this Agreement at or prior to the Closing DateClosing, and the Company shall have received a certificate signed on behalf of Parent by the Chief Executive Officer and Merger Sub by an executive officer the Chief Financial Officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Fiserv Inc), Agreement and Plan of Merger (First Data Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub 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 hereunder at or prior to the Closing Date, and the Effective Time. The Company shall have received a certificate signed on behalf by a senior officer of Parent and Merger Sub by an executive officer of Parent attesting to such effectthe foregoing.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (National Coal Corp), Agreement and Plan of Merger (Penn National Gaming Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects with all obligations agreements and covenants required to be performed by it under this Agreement at or prior to the Closing Date, Date and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pediatric Services of America Inc), Agreement and Plan of Merger (James River Group, Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent, Parent Operating Partnership and Merger Sub shall have performed or complied in all material respects with all obligations required to be performed or complied with by it them under this Agreement at or prior to the Closing DateMerger Effective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an a duly authorized executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Colony Capital, Inc.), Agreement and Plan of Merger (Starwood Waypoint Residential Trust)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects at or prior to the Closing Date all material obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an the chief executive officer and the chief financial officer of each of Parent and Merger Sub to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ivax Corp), Agreement and Plan of Merger (Teva Pharmaceutical Industries LTD)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to before the Closing DateEffective Time, and the Company shall have received a certificate certificate, dated the Closing Date and signed on behalf of Parent and Merger Sub by an executive officer the Chief Executive Officer and Chief Financial Officer of Parent and Merger Sub, respectively, to such that effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (M&t Bank Corp), Agreement and Plan of Merger (Partners Trust Financial Group Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all their agreements, covenants and obligations contained in this Agreement required to be performed by it under this Agreement at on or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent Effective Time and Merger Sub and Parent shall have each delivered to the Company a certificate dated as of the Closing Date signed on their behalf by an executive officer of Parent such entity to such that effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rent a Center Inc De), Agreement and Plan of Merger (Rent Way Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all the obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Horizon Lines, Inc.), Agreement and Plan of Merger (Matson, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects with all obligations required to be performed or complied with by it them under this Agreement at or prior to by the Closing Datetime of the Closing, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent thereof to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Neulion, Inc.), Agreement and Plan of Merger (DreamWorks Animation SKG, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all the respective obligations required to be performed by it them under this Agreement at or prior to the Closing DateAgreement, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Chaparral Steel CO), Agreement and Plan of Merger (Gerdau Ameristeel Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer the Chief Executive Officer or other Executive Officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Encore Medical Corp), Agreement and Plan of Merger (Compex Technologies Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects all with their respective obligations required to be performed or complied with by it them under this Agreement at or prior to the Closing DateFirst-Step Effective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Validus Holdings LTD), Agreement and Plan of Merger (Flagstone Reinsurance Holdings, S.A.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to before the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive authorized officer of Parent to such effect.
Appears in 2 contracts
Samples: Merger Agreement (Avaya Inc), Merger Agreement (Radvision LTD)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Merger Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Support and Tender Agreement (Bed Bath & Beyond Inc), Agreement and Plan of Merger (Cost Plus Inc/Ca/)
Performance of Obligations of Parent and Merger Sub. (i) Each of Parent and Merger Sub shall have performed in all material respects all agreements and obligations required to be performed by it under this Agreement at or prior to the Closing Date, and (ii) the Company shall have received a certificate signed on behalf of each of Parent and Merger Sub by an executive officer of Parent each to such effectthe effect that the condition set forth in Section 8.3(b)(i) has been satisfied.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Renova Media Enterprises Ltd.), Agreement and Plan of Merger (Moscow Cablecom Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects any obligations and complied in all obligations required material respects with any covenants or other agreements of Parent and Merger Sub to be performed or complied with by it them under this Agreement at or prior to the Closing Date, Effective Time; and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an authorized executive officer of Parent to such the foregoing effect and a certificate signed on behalf of Merger Sub by an authorized executive officer of Merger Sub to the foregoing effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Micro Linear Corp /Ca/), Agreement and Plan of Merger (Sirenza Microdevices Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the . The Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent and Merger Sub to such the foregoing effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Moneygram International Inc), Agreement and Plan of Merger (Moneygram International Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed complied in all material respects with all agreements, obligations and covenants required under this Agreement to be performed or complied with by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer the Chief Executive Officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Biomet Inc), Agreement and Plan of Merger (Interpore International Inc /De/)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effecteffect provided, however, that the Parent’s failure to comply with the notification requirements in Section 7.7, individually, shall not cause the condition set forth in this Section 8.3(b) to fail.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Niku Corp), Agreement and Plan of Merger (Computer Associates International Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects all obligations with its agreements and covenants required by this Agreement to be performed or complied with by it under this Agreement at on or prior to the Closing Date, and the Effective Time. The Company shall have received a certificate signed on behalf of Parent and Merger Sub by an authorized executive officer of Parent Parent, dated as of the Closing Date, to such the foregoing effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Allstate Corp), Agreement and Plan of Merger (National General Holdings Corp.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing DateDate (except for Section 4.01(d)), and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Smithfield Foods Inc), Agreement and Plan of Merger (Premium Standard Farms, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, Effective Time; and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer the Chief Executive Officer or the Chief Financial Officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Allied Capital Corp), Agreement and Plan of Merger (Ares Capital Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed performed, or complied with, in all material respects all agreements, obligations and covenants required to be performed or complied with by it each under this Agreement at or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Penn Virginia Corp), Agreement and Plan of Merger (Denbury Resources Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Internet Brands, Inc.), Agreement and Plan of Merger (Getty Images Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hospitality Distribution Inc), Agreement and Plan of Merger (Cec Entertainment Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed and complied with, in all material respects all respects, the obligations required to be performed and complied with by it under this Agreement at or prior to the Closing DateClosing, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Worldpay, Inc.), Agreement and Plan of Merger (Fidelity National Information Services, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed or complied in all material respects with all agreements and obligations required to be performed or complied with by it them under this Agreement at or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an a duly authorized executive officer of Parent and Merger Sub to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Yintech Investment Holdings LTD), Agreement and Plan of Merger (eLong, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed and complied with, in all material respects respects, all covenants, agreements and obligations required to be performed or complied with by it under this Agreement and the Letter Agreement between Parent and the Company, dated as of the date hereof, at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effecteffect as of the Closing Date.
Appears in 2 contracts
Samples: Acquisition Agreement and Plan of Merger (EverBank Financial Corp), Acquisition Agreement and Plan of Merger (EverBank Financial Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent by the Chief Executive Officer and Merger Sub by an executive officer the Chief Financial Officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Occupational Health & Rehabilitation Inc), Agreement and Plan of Merger (Concentra Operating Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing Date, and the . The Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Trane Inc.), Agreement and Plan of Merger (Ingersoll Rand Co LTD)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects and complied in all obligations material respects with all agreements and covenants required to be performed or complied with by it them under this Agreement at or prior to the Closing Date, and the . The Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cifc LLC), Agreement and Plan of Merger (Artio Global Investors Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent and Merger Sub to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Command Security Corp), Agreement and Plan of Merger (Pacer International Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects their respective obligations, and complied in all obligations material respects with the agreements and covenants, required to be performed performed, or complied with, by it them under this Agreement at or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kirby Corp), Agreement and Plan of Merger (K-Sea Transportation Partners Lp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and the Company shall have received at the Closing a certificate signed on behalf of Parent and Merger Sub by an a senior executive officer of Parent to such effectthe effect that the conditions set forth in this Section 7.3(b) have been satisfied.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (G&k Services Inc), Agreement and Plan of Merger (Cintas Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects and complied in all obligations material respects with all agreements and covenants required to be performed or complied with by it under this Agreement at or prior to the Closing Date, and the . The Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent dated as of the Closing Date to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Wageworks, Inc.), Agreement and Plan of Merger (Healthequity, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, Effective Time and the Company shall have received a certificate signed on behalf of Parent by its Chief Executive Officer and Merger Sub by an executive officer of Parent its Chief Financial Officer to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pegasus Solutions Inc), Agreement and Plan of Merger (Applied Innovation Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, Date and the Company shall have received a certificate signed on behalf of Parent by its Chief Executive Officer and Merger Sub by an executive officer of Parent its Chief Financial Officer to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Checkfree Corp \Ga\), Agreement and Plan of Merger (Carreker Corp)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an a duly authorized executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (3m Co), Agreement and Plan of Merger (Cuno Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all any covenants or obligations required to be performed by it them under this Agreement at or prior to the Closing DateDate in all material respects, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an the chief executive officer or chief financial officer of Parent and Merger Sub to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (QRS Corp), Agreement and Plan of Merger (Hytek Microsystems Inc)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at on or prior to the Closing Date, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an a senior executive officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Djo Inc), Agreement and Plan of Merger (ReAble Therapeutics Finance LLC)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it them under this Agreement at on or prior to the Closing Date, ; and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an the chief executive officer or the chief financial officer of Parent to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Teradyne, Inc), Agreement and Plan of Merger (Eagle Test Systems, Inc.)
Performance of Obligations of Parent and Merger Sub. Each of Parent and Merger Sub shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing DateEffective Time, and the Company shall have received a certificate signed on behalf of Parent and Merger Sub by an executive officer of Parent Parent, dated as of the Closing Date, to such effect.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (JMP Group LLC), Agreement and Plan of Merger (JMP Group LLC)
