Common use of Seller’s Performance Clause in Contracts

Seller’s Performance. 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 performed and complied with in all material respects, and Buyer shall have received a certificate of an executive officer of Seller, dated as of the Closing Date, as to such compliance.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Tri State Outdoor Media Group Inc)

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Seller’s Performance. 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 shall have been duly performed and complied with in all material respects (except that those covenants and agreements that are qualified as to materiality or Material Adverse Effect or similar expressions shall have been duly performed and complied with in all respects), and Buyer shall have received a certificate of an executive officer of Seller, dated as of the Closing Date, as Seller to such complianceeffect signed by a duly authorized officer thereof.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement

Seller’s Performance. 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 performed and complied with in all material respects, and Buyer shall have received a certificate of an executive officer of each Seller, dated as of the Closing Date, as to such compliance.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Outdoor Systems Inc), Asset Purchase Agreement (Outdoor Systems Inc)

Seller’s Performance. The covenants Each covenant and obligations agreement that Seller is required to perform or to comply with pursuant to this Agreement at or prior to the Closing must Date (or the date of a Delayed Closing, as applicable) shall have been duly performed and complied with in all material respects, respects and Buyer shall have received a certificate of an executive officer of Seller, dated as of the Closing Date, as signed by Seller to such complianceeffect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Fusion Connect, Inc.)

Seller’s Performance. The covenants and obligations that Seller is and any Related Person of Seller are required to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been performed and complied with in all material respects, and Buyer shall have received a certificate of an executive officer of Sellerthe Company, dated as of the Closing Date, as to such compliance.

Appears in 1 contract

Samples: Asset Purchase Agreement (Outdoor Systems Inc)

Seller’s Performance. The 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, and . Buyer shall have received a certificate of an executive officer to such effect, signed on behalf of Seller, dated as of the Closing Date, as to such complianceby its chief executive officer or its chief financial officer.

Appears in 1 contract

Samples: Stock Purchase Agreement (McClatchy Co)

Seller’s Performance. 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 performed and complied with in all material respects, and Buyer shall have received a certificate of an executive officer of SellerSeller in the form of Exhibit F annexed hereto, dated as of the Closing Date, as to such compliance.

Appears in 1 contract

Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc)

Seller’s Performance. 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 performed and complied with in all material respects, and Buyer shall have received a certificate of an executive officer of SellerSeller in the form of Exhibit E annexed hereto, dated as of the Closing Date, as to such compliance.

Appears in 1 contract

Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc)

Seller’s Performance. The covenants and obligations that Seller is required to perform, comply with, or cause to perform or to comply with pursuant to this Agreement at or prior to the Closing must have been performed and complied with in all material respects, and Buyer shall have received a certificate of an executive officer of Seller, dated as of the Closing Date, as to such compliance.

Appears in 1 contract

Samples: Asset Purchase Agreement (Outdoor Systems Inc)

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Seller’s Performance. 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 performed and complied with in all material respects, and Buyer shall have received a certificate of an executive officer of SellerSeller in the form of Exhibit C annexed hereto, dated as of the Closing Date, as to such compliance.

Appears in 1 contract

Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc)

Seller’s Performance. 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 performed and complied with in all material respectscovenants and agreements required by this Agreement to be performed or complied with by Seller on or before the Closing Date. At the Closing, and Buyer Seller shall have received delivered to Buyer a certificate of an executive officer of Sellercertificate, dated as of the Closing Date, as to such compliancethe foregoing effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Collectible Concepts Group Inc)

Seller’s Performance. 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 performed and complied with in all material respects, and Buyer shall have received a certificate of an executive officer of SellerSeller in the form of Exhibit D annexed hereto, dated as of the Closing Date, as to such compliance.

Appears in 1 contract

Samples: Asset Purchase Agreement (Tri State Outdoor Media Group Inc)

Seller’s Performance. 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 shall have been duly performed and complied with in all material respects (except that those covenants and agreements that are qualified as to materiality or Material Adverse Effect or similar expressions shall have been duly performed and complied with in all respects), and Buyer shall have received a certificate of an executive officer of Seller, dated as of the Closing Date, as Seller to such complianceeffect signed by a duly authorized officer thereof.

Appears in 1 contract

Samples: Asset Purchase Agreement

Seller’s Performance. 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 performed and complied with in all material respects, and and, unless the Contemplated Transactions are consummated simultaneously with the signing of this Agreement, Buyer shall have received a certificate of an executive officer of Seller, dated as of the Closing Date, as to such compliance.

Appears in 1 contract

Samples: Asset Purchase Agreement (Outdoor Systems Inc)

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