Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 60 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Peak Resorts Inc), Stock Purchase Agreement (Commercial National Financial Corp /Pa)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 36 contracts
Samples: Stock Purchase Agreement (Synnex Corp), Stock Purchase Agreement (Gulf United Energy, Inc.), Stock Purchase Agreement (Cardiotech International Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must shall have been duly performed and complied with in all material respects.
Appears in 30 contracts
Samples: Utility Asset Purchase Agreement, Asset Purchase Agreement (Intercloud Systems, Inc.), Agreement and Plan of Reorganization (Zaldiva Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 11 contracts
Samples: Membership Interest Purchase Agreement (Better for You Wellness, Inc.), Membership Interest Purchase Agreement (Better for You Wellness, Inc.), Stock Purchase Agreement (BIMI International Medical Inc.)
Seller’s Performance. (a) All of the covenants and obligations that Sellers Seller and Shareholders are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must shall have been duly performed and complied with in all material respects.
Appears in 9 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Winnebago Industries Inc), Asset Purchase Agreement (Nexgen Biofuels LTD)
Seller’s Performance. (a) All of the covenants and obligations that Sellers Seller and Shareholder are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must shall have been duly performed and complied with in all material respects.
Appears in 7 contracts
Samples: Asset Purchase Agreement (Jordan 1 Holdings Co), Asset Purchase Agreement (Aberdeen Idaho Mining Co), Asset Purchase Agreement (Aberdeen Idaho Mining Co)
Seller’s Performance. (a) All of the covenants and obligations that Sellers and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually)Closing, must have been duly performed and complied with in all material respects.
Appears in 6 contracts
Samples: Merger Agreement (Office Centre Corp), Merger Agreement (Office Centre Corp), Merger Agreement (Office Centre Corp)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are the Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 6 contracts
Samples: Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 6 contracts
Samples: Stock Purchase Agreement (Qad Inc), Stock Purchase Agreement (Masada Security Holdings Inc), Stock Purchase Agreement (Encore Medical Corp)
Seller’s Performance. (a) All of the covenants and obligations that Sellers Seller are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 5 contracts
Samples: LLC Ownership Interest Purchase Agreement (Vystar Corp), LLC Ownership Interest Purchase Agreement (Vystar Corp), Stock Exchange Agreement (American Resources & Development Co)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 4 contracts
Samples: Purchase Agreement (Protech Home Medical Corp.), Purchase Agreement (Protech Home Medical Corp.), Membership Interest Purchase Agreement (National Commerce Corp)
Seller’s Performance. (a) A. All of the covenants and obligations that Sellers are Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 4 contracts
Samples: Member's Interest Purchase Agreement (Pan Pacific Retail Properties Inc), Stock Purchase Agreement (Elite Technologies Inc /Tx/), Purchase Agreement (Concap Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects. Seller must have delivered each of the documents required to be delivered by Seller pursuant to Section 1.5.1.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Venturi Technologies Inc), Stock Purchase Agreement (Venturi Technologies Inc), Stock Purchase Agreement (Venturi Technologies Inc)
Seller’s Performance. (a) All of the covenants and obligations that the Company and the Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 4 contracts
Samples: Agreement (Transit Group Inc), Agreement And (Transit Group Inc), Agreement and Plan of Reorganization (Transit Group Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers the Sellers, or any of them, are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these such covenants and obligations (considered individually), must shall have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Iv Purchase Agreement (Atlas Industries Holdings LLC), Iv Purchase Agreement (Atlas Industries Holdings LLC), V Purchase Agreement (Atlas Industries Holdings LLC)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these such covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Standex International Corp/De/), Stock Purchase Agreement (Standex International Corp/De/), Stock Purchase Agreement (Integrated Communication Networks Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing Date (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Group 1 Automotive Inc), Stock Purchase Agreement (Group 1 Automotive Inc), Stock Purchase Agreement (Group 1 Automotive Inc)
Seller’s Performance. (a1) All of the covenants Each and obligations every covenant and obligation that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Stock Exchange Agreement (Serefex Corp), Stock Exchange Agreement (Serefex Corp)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these those covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Oakhill Sportswear Corp /Ny/), Stock Purchase Agreement (Barone Daren J)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are the Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Rexx Environmental Corp), Asset Purchase Agreement (Andersen Group Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material Material respects.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Foster L B Co), Stock Purchase Agreement (Foster L B Co)
Seller’s Performance. (a) 7.2.1. All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Acquisition Agreement (Carnegie International Corp), Stock Purchase Agreement (Svi Holdings Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers and Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively)Closing, and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Merger Agreement (Office Centre Corp), Merger Agreement (Office Centre Corp)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are each Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must shall have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Regal Entertainment Group), Asset Purchase Agreement (Ceco Environmental Corp)
Seller’s Performance. (a) All Each of the covenants and obligations that Sellers and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Escrow Agreement (Craftmade International Inc), Stock Purchase Agreement (Gainsco Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Employment Agreement (Sona Development Corp), Stock Purchase and Shareholders' Agreement (Sibling Entertainment Group, Inc.)
Seller’s Performance. (a) All of the covenants and obligations that Sellers Sellers, the Holding Corporation, and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing or at or prior to the FCC Approval Date (considered collectively), ) and each of these covenants and obligations (considered individually), ) must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that the Company and/or Sellers (including Sellers’ Representative) are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (Curative Health Services Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers or the Acquired Companies are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Purchase Agreement (Ambi Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers and DFA are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement and Recapitalization Agreement (Suiza Foods Corp)
Seller’s Performance. (a) All of the material covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Share Purchase and Contribution Agreement (Nordstrom Inc)
Seller’s Performance. (a) A. All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a7.2(A) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock and Asset Purchase Agreement (SFX Entertainment Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are each Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) 6.3.1 All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively)Closing, individually and each of these covenants and obligations (considered individually)in the Aggregate, must have been duly and fully performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (American Physicians Capital Inc)
Seller’s Performance. (a) All Except as set forth in ss.7.2(b) below, all of the covenants and obligations that Sellers and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) a. All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Acquisition Agreement (Carnegie International Corp)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects. (b) Each document required to be delivered pursuant to Section 2.4 must have been delivered, and each of the other covenants and obligations in Sections 5.4 and 5.8 must have been performed and complied with in all respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers and Principal Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (General Parcel Service Inc)
Seller’s Performance. (ai) All of the covenants and obligations that the Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.. 37
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers or the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers and Shareholders are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these the covenants and obligations (considered individually), must have been duly fully performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are Sellers, Ray, Xxx XXX, Michxxx, xxd Brucx xxx required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers the Company and Seller are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), 37 and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (Wireless Ronin Technologies Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are either Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers and Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually)Closing, must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) ). All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Confidential Stock Purchase Agreement (Crocs, Inc.)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are -------------------- the Company is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that the Sellers are required to perform or to comply with pursuant to this Agreement at on or prior to before the Closing Date (considered collectively), both collectively and each of these covenants and obligations (considered individually), ) must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) 7.2.1 All of the covenants and obligations that any or all of the Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Share Purchase Agreement (Chiquita Brands International Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.and
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are each Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in complied. All record and beneficial owners of Shares and all material respectsholders of Options shall have executed this Agreement.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers Seller and CML are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that -------------------- Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Purchase Agreement (Commercial Aggregates Transportation & Sales LLC)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers and Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Merger Agreement (Compscripts Inc)
Seller’s Performance. (a) All of the covenants and obligations that Sellers are Company is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered individually), must shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Asset Purchase Agreement
Seller’s Performance. (a) All of the covenants and obligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), ) and each of these covenants and obligations (considered individually), must ) shall have been duly performed and complied with in all material respects.
Appears in 1 contract
