Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 21 contracts
Samples: Share Purchase Agreement, Purchase Agreement (Investview, Inc.), Share Purchase Agreement (Transatlantic Petroleum Ltd.)
Seller’s Performance. (a) All of the covenants and obligations that 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 8 contracts
Samples: Stock Purchase Agreement (BIMI International Medical Inc.), Stock Purchase Agreement (BOQI International Medical, Inc.), Stock Purchase Agreement (McClatchy Co)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been duly performed and complied with in all material respects.
Appears in 5 contracts
Samples: Asset Purchase Agreement (GlobalOptions Group, Inc.), Asset Purchase Agreement (GlobalOptions Group, Inc.), Asset Purchase Agreement (GlobalOptions Group, Inc.)
Seller’s Performance. (a) All of the covenants and obligations that Seller is are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material respects.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Golden Eagle International Inc), Asset Purchase Agreement (Caraustar Industries Inc), Asset Purchase Agreement (Allete Inc)
Seller’s Performance. (a) All Each of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been duly performed and complied with in all material respects.
Appears in 4 contracts
Samples: Stock and Asset Purchase Agreement (Eastman Kodak Co), Asset Purchase Agreement (Lodgenet Entertainment Corp), Asset Purchase Agreement (Lodgenet Entertainment Corp)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 4 contracts
Samples: Share Purchase Agreement (Transatlantic Petroleum Ltd.), Asset Purchase Agreement (Marvel Entertainment Group Inc), Stock Purchase Agreement (United Grocers Inc /Or/)
Seller’s Performance. (a) All of the The covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must will have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Limited Liability Company Membership Interest Purchase Agreement (Cannapharmarx, Inc.), Purchase Agreement (Sigmatron International Inc), Stock Purchase Agreement (Fuel Tech, Inc.)
Seller’s Performance. (a) All of the The covenants and obligations that each Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must will have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Stock Purchase Agreement, Share Exchange and Purchase Agreement (Strategabiz, Inc.), Stock and Membership Interest Exchange Agreement (Coconnect, Inc.)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to under this Agreement at on or prior to before the Closing Date (considered both collectively and individually) must have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Share Purchase Agreement (Cannabis Science, Inc.), Share Purchase Agreement (Cannabis Science, Inc.), Asset Purchase Agreement (X-Change Corp)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively) must have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Capco Energy Inc), Asset Purchase Agreement (Delta Petroleum Corp/Co), Asset Purchase Agreement (Capco Energy Inc)
Seller’s Performance. (a) All Each of the covenants and obligations that Seller is and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Gainsco Inc), Stock Purchase Agreement (Gainsco Inc), Stock Purchase Agreement (Gainsco Inc)
Seller’s Performance. (a) All Each of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Interest Purchase Agreement (Scripps E W Co /De), Interest Purchase Agreement (Iconix Brand Group, Inc.), Share Purchase Agreement (Scripps E W Co /De)
Seller’s Performance. (a) All of the covenants Each covenant and obligations obligation that any Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Horizon Health Corp /De/), Asset Purchase Agreement (Horizon Health Corp /De/), Asset Purchase Agreement (Horizon Health Corp /De/)
Seller’s Performance. (a) All of the covenants and obligations that Seller is Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material respects.
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Utec, Inc.), Asset Purchase Agreement (Joy Global Inc)
Seller’s Performance. (a) All of the covenants and obligations that 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: Agreement and Plan of Merger (Monarch Dental Corp), Securities Purchase Agreement (Seacor Smit Inc)
Seller’s Performance. (a) All of the covenants and obligations that the Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Share Purchase Agreement (Tower Semiconductor LTD), Share Purchase Agreement (Tower Semiconductor LTD)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing Closing, must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Polyphase Corp), Stock Purchase Agreement (Polyphase Corp)
Seller’s Performance. (a) All of the covenants and obligations that 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 (considered individually), must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Ss&c Technologies Inc), Stock Purchase Agreement (Careinsite Inc)
Seller’s Performance. (a) All of the covenants and obligations that 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), including without limitation delivery to Buyer of the documents to be delivered by Seller to Buyer pursuant to Section 2.9 above, must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (SecureAlert, Inc.)
Seller’s Performance. (a) All of the covenants and obligations that each Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Atria Communities Inc, Atria Communities Inc
Seller’s Performance. (a) a. All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Elevate, Inc.), Asset Purchase Agreement (Highland Business Services, Inc.)
Seller’s Performance. (a) All of the covenants and obligations agreements that Seller is Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Bradley Pharmaceuticals Inc), Asset Purchase Agreement (Quintiles Transnational Corp)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement or any of the other Operative Documents 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: Power Purchase Agreement, Option Agreement
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the each Closing Date must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Stock Transfer Agreement (CHS Inc), Stock Transfer Agreement (CHS Inc)
Seller’s Performance. (a) All of the covenants and obligations that Seller is the Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Purchase Agreement (Indus International Inc), Purchase Agreement (Systems & Computer Technology Corp)
Seller’s Performance. (a) All of the covenants and obligations that the Company and the Seller is are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Transit Group Inc), Stock Purchase Agreement (Transit Group Inc)
Seller’s Performance. (a) All of the covenants and obligations that Seller is and Xxxxxx are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Hi Tech Pharmacal Co Inc), Asset Purchase Agreement (Hi Tech Pharmacal Co Inc)
Seller’s Performance. (a) All of the covenants and obligations that the Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Palomar Enterprises Inc), Asset Purchase Agreement (Marketshare Recovery Inc)
Seller’s Performance. (a) All of the covenants and obligations that the Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock Purchase Agreement (Amalgamated Specialty Group Holdings, Inc.)
Seller’s Performance. (a) All of the covenants and obligations that 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 each Seller is required to perform or to comply with pursuant to this Agreement at or prior to the First Closing must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Atria Communities Inc
Seller’s Performance. (a) All of the covenants and obligations that Seller is or the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing 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 Seller is Seller, Members and Principals are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Asset Purchase Agreement (Express-1 Expedited Solutions Inc)
Seller’s Performance. (a) All of the covenants and obligations that Seller is and Equityholder are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), 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 Seller is Sellers are required to perform or to comply with pursuant to under this Agreement at or prior to before the Closing must (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All Each of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must Date shall have been duly performed and complied with in all material respectswith.
Appears in 1 contract
Samples: Stock Purchase Agreement (Valley of the Rio Doce Co)
Seller’s Performance. (a) All Each of the covenants and obligations that the Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects, and the Seller must have executed and delivered each of the documents required to be delivered by it hereunder, including under Section 3.2 and Schedule 3.2.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Seller or the Company is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Stock Sale and Purchase Agreement (Prestige Brands International, LLC)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Transit Group Inc)
Seller’s Performance. (ai) All of the covenants and obligations that 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
Samples: Agreement and Plan of Merger (Eb2b Commerce Inc /Ny/)
Seller’s Performance. (a) All of the covenants and obligations that Seller is and each Acquired Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing Closing, must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (ai) All of the covenants and obligations that Seller is and Principal are required to perform or to comply with pursuant to this Agreement at or prior to the First 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
Samples: Asset Purchase Agreement (Cash America International Inc)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must Closing, 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 either of Seller or 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
Samples: Stock Purchase Agreement (Alliance Bankshares Corp)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to before 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 (Goldspring Inc)
Seller’s Performance. (a) All Each and all of the agreements and covenants of Seller to be performed and obligations that Seller is required to perform or to comply complied with pursuant to this Agreement at or and the other agreements contemplated hereby prior to the Closing must Effective Time shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Level One Bancorp Inc)
Seller’s Performance. (a) All Each of the covenants and obligations that Seller is and Shareholder are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respectswith.
Appears in 1 contract
Samples: Acquisition Agreement (Production Resource Group LLC)
Seller’s Performance. (a) 6.3.1 All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing Closing, individually and in the Aggregate, must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All Each of the covenants and obligations that the Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respectsand the Seller must have delivered each of the documents required to be delivered by it pursuant to Section 3.2(A).
Appears in 1 contract
Samples: Stock Purchase Agreement (Unique Casual Restaurants Inc)
Seller’s Performance. (a) All of the covenants and obligations that Seller is the Sellers are required to perform or to comply with pursuant to this Agreement at on 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 1 contract
Samples: Employment Agreement (Natrol Inc)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing 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 Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must Closings (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the The covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing 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 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 (other than any covenant or obligation that is qualified as to materiality, which must have been duly performed and complied with in all respects).
Appears in 1 contract
Samples: Stock Purchase Agreement (Cardiotech International Inc)
Seller’s Performance. (a) All of the covenants and obligations that Seller is and Shareholder are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of the covenants and obligations (considered individually), 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 of the Seller that Seller is are required to perform be performed or to comply complied with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respectsto the reasonable satisfaction of the Buyer. Each document required to be delivered pursuant to this Agreement must have been delivered.
Appears in 1 contract
Seller’s Performance. (ai) All of the covenants and obligations that Seller is and Principal 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
Samples: Asset Purchase Agreement (Cash America International Inc)
Seller’s Performance. (a) All of the covenants covenants, obligations and obligations agreements that Seller is Sellers are required to perform or to comply with pursuant to under this Agreement at or prior to before the Closing must will 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 Seller is are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material Material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Seller is Seller, Subsidiary and Shareholders are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Asset Purchase Agreement (Solomon Technologies Inc)
Seller’s Performance. (a) All of the covenants and obligations that Seller is and the Shareholder are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), 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 Seller is the Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All Each of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respectsrespects and Seller shall deliver an officer's certificate certifying such at the Closing.
Appears in 1 contract
Samples: Supply Agreement (Aldila Inc)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been duly performed and complied with in all material respectswith.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Bob Evans Farms Inc)
Seller’s Performance. (a) All of the agreements, covenants and obligations that Seller is Sellers or the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Interest Purchase Agreement (Nci Building Systems Inc)
Seller’s Performance. (a) All of the The covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respectsrespects and Seller shall have delivered each of the documents required to be delivered by Seller pursuant to this Article 7 and all the Purchased Assets as required herein.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Seller is and Members are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the The covenants and obligations that Seller is Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must will have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Helix TCS, Inc.)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively), must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the The covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement the Transaction Agreements at or prior to the Closing must Date shall have been duly performed and or complied with in all material respects.
Appears in 1 contract
Samples: Asset and Share Purchase Agreement (Milacron Holdings Corp.)
Seller’s Performance. (a1) All of the covenants and obligations that 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 Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of the covenants and obligations (considered individually), shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Asset Purchase Agreement
Seller’s Performance. (a) 6.3.1 All of the covenants and obligations that Seller is Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing Closing, individually and in the aggregate, must have been duly and fully performed and complied with in all material respects.
Appears in 1 contract
Samples: Limited Liability Company Ownership Interest (Generex Biotechnology Corp)
Seller’s Performance. (a) All Each of the covenants and obligations that Seller is Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respectswith.
Appears in 1 contract
Samples: Acquisition Agreement (Production Resource Group LLC)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing 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 Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing (considered collectively) must have been duly performed and complied with in all material respects. Buyer shall have received a certificate signed on behalf of Seller by the Chief Executive Officer of Seller to such effect.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations agreements that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Asset Purchase Agreement (Cornerstone Therapeutics Inc)
Seller’s Performance. (a) All of the covenants and obligations that Seller is or any Acquired Entity 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 and Sale Agreement (Atlantic Tele Network Inc /De)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (Huttig Building Products Inc)
Seller’s Performance. (a) All of the covenants and obligations that Seller is and the Member are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must (considered collectively), and each of these covenants and obligations (considered individually), 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 Seller or any Selling Shareholder is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must closing (considered collectively), and each of these covenants and obligations (considered individually), shall have been duly performed and complied with in all material respectswith.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing Closing, must have been duly performed and complied compiled with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Asset Purchase Agreement (GlobalOptions Group, Inc.)
Seller’s Performance. (a) All of the material covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been duly performed and complied with in all material respects, unless waived by Buyer.
Appears in 1 contract
Samples: Asset Purchase Agreement (GlobalOptions Group, Inc.)
Seller’s Performance. (a) All Each of the covenants and obligations that the Seller is required to perform or to comply with pursuant to this Agreement or the Asset Purchase Contract at or prior to the Closing must have been duly performed and complied with in all material respects, and the Seller must have executed and delivered each of the documents required to be delivered by it hereunder, including under Section 3.2 and Schedule 3.2.
Appears in 1 contract
Seller’s Performance. (a) All of the covenants and obligations that Seller is and USEC are required to perform or to comply with pursuant to this Agreement at or prior to before 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 (U S Gold Corp)
Seller’s Performance. (a) All of the The covenants and obligations that the Members and the Seller is Group Companies are required to perform or to comply with pursuant to this Agreement at or prior to the Closing 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 2.8.
Appears in 1 contract
Samples: Asset Purchase Agreement (Schnitzer Steel Industries Inc)
Seller’s Performance. (a) All of the covenants and obligations that the Seller is required to perform or to comply with pursuant to this Agreement and the Supply Agreement at or prior to the Closing Date, including delivery to Purchaser of all items described in Section D.4, must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Asset Purchase Agreement (Galaxy Nutritional Foods Inc)
Seller’s Performance. (a) All of the The covenants and obligations that Seller is are not qualified by materiality that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and or complied with in all material respects. The covenants and obligations that are qualified by materiality that Sellers are required to perform or comply with pursuant to this Agreement at or prior to the Closing must have been duly performed or complied with in all respects.
Appears in 1 contract
Samples: Share Exchange Agreement (Volume Services America Holdings Inc)
Seller’s Performance. (a) All Each of the covenants and obligations that Seller is Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Asset and Share Purchase Agreement (Selas Corp of America)
Seller’s Performance. (a) All of the covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement at on or prior to before the Closing Date that do not contain an express materiality provision, must have been duly performed and complied with in all material respects and those covenants and obligations that Seller is required to perform or to comply with pursuant to this Agreement on or before the Closing Date that do contain an express materiality provision must have been duly performed and complied with in all respects.
Appears in 1 contract
Samples: Share Purchase Agreement (Willis Lease Finance Corp)
Seller’s Performance. (a) All of the covenants and obligations that the Seller is Parties 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 covenants, agreements and obligations that Seller is and the Shareholder are required to perform or to comply with in all material respects pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 1 contract
Samples: Video City Inc
Seller’s Performance. (a) All of the covenants and obligations that Seller is and the Company are required to perform or to comply with pursuant to this Agreement at or prior to the Closing 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 Seller is required to perform or to comply with pursuant to this Agreement and the Principal Shareholder's Agreement at or prior to the Closing (considered collectively), and each of these covenants and obligations (considered collectively), 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 Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respects.
Appears in 1 contract
Seller’s Performance. (a) All Each of the covenants and obligations that Seller is are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been duly performed and complied with in all material respectswith.
Appears in 1 contract
Samples: Acquisition Agreement (Production Resource Group LLC)
Seller’s Performance. (a) All of the covenants and obligations that Seller is -------------------- Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must shall have been duly performed and complied with in all material respects.
Appears in 1 contract
