Common use of Conditions to Obligations of Purchaser Clause in Contracts

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 33 contracts

Sources: Limited Liability Company Membership Interests Purchase Agreement (Cig Wireless Corp.), Limited Liability Company Membership Interests Purchase Agreement (Cyber Supply Inc.), Share Purchase Agreement (Sun New Media Inc.)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Shares are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 22 contracts

Sources: Stock Purchase Agreement (AerCap Holdings N.V.), Stock Purchase Agreement (Viewpoint Corp), Stock Purchase Agreement (Danka Business Systems PLC)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Assets and to assume and to pay, perform and discharge the Assumed Liabilities are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 17 contracts

Sources: Asset Purchase Agreement, Asset Purchase Agreement (Nevada Gold & Casinos Inc), Asset Purchase Agreement (Radiant Systems Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Acquired Interests are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 17 contracts

Sources: Membership Interest Purchase Agreement (NRG Energy, Inc.), Purchase and Sale Agreement (Clearway Energy, Inc.), Purchase and Sale Agreement (Clearway Energy LLC)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Assets and to assume and pay, perform and discharge the Assumed Liabilities are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 12 contracts

Sources: Asset Purchase Agreement (U S Wireless Data Inc), Asset Purchase Agreement (Lime Energy Co.), Asset Purchase Agreement (Accrue Software Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Shares are subject to the fulfillment, at or before the ClosingClosing Date, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 12 contracts

Sources: Stock Purchase Agreement (Fortress Financial Group, Inc. / WY), Stock Purchase Agreement (Fortress Financial Group, Inc. / WY), Stock Purchase Agreement (North American Gold & Minerals Fund)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are to effect the transactions contemplated hereby shall be, at the option of Purchaser, subject to the fulfillment, at or before prior to the ClosingClosing Date, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):additional conditions:

Appears in 7 contracts

Sources: Asset Purchase Agreement (Paula Financial), Stock Purchase Agreement (Popmail Com Inc), Stock Purchase Agreement (Active Iq Technologies Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Assets are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 7 contracts

Sources: Wind Energy Purchase Agreement (Otter Tail Corp), Wind Energy Purchase Agreement (Otter Tail Corp), Asset Purchase Agreement (Station Casinos Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to consummate the transactions contemplated by this Agreement are subject to the fulfillmentsatisfaction, at on or before prior to the ClosingClosing Date, of each of the following conditions (conditions, any or all or any of which Purchaser may be waived waive in whole or in part by Purchaser in its sole discretion):writing:

Appears in 7 contracts

Sources: Asset Purchase Agreement (Smartpay Express, Inc.), Asset Purchase Agreement (Fonefriend Inc), Asset Purchase Agreement (Efoodsafety Com Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are are, at the option of Purchaser, subject to the fulfillmentsatisfaction, at on or before prior to the ClosingClosing Date, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser Purchaser, in its sole discretion):

Appears in 6 contracts

Sources: Asset Purchase Agreement (Rush Enterprises Inc \Tx\), Asset Purchase Agreement (Rush Enterprises Inc \Tx\), Asset Purchase Agreement (Rush Enterprises Inc \Tx\)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to consummate the transactions contemplated herein are subject to the fulfillmentsubject, at the option of Purchaser, to satisfaction or before the Closing, of each waiver of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):conditions:

Appears in 6 contracts

Sources: Asset Purchase Agreement (Cornell Corrections Inc), Asset Purchase Agreement (Cornell Corrections Inc), Asset Purchase Agreement (Cornell Corrections Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are to consummate the transactions contemplated herein shall be subject to the fulfillment, satisfaction of the following conditions at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion)::

Appears in 6 contracts

Sources: Stock Purchase Agreement (Princess Beverly Coal Holding Co Inc), Stock Purchase Agreement (Appalachian Realty Co), Assets Purchase Agreement (High Speed Access Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to consummate the transactions contemplated by this Agreement are subject to the fulfillmentsatisfaction, at on or before prior to the ClosingClosing Date, of each of the following conditions (conditions, any or all or any of which Purchaser may be waived in whole or in part by Purchaser in its sole discretion):waive:

Appears in 4 contracts

Sources: Purchase Agreement (Kleinerts Inc /Pa/), Stock Purchase Agreement (Pierce Leahy Corp), Stock Purchase Agreement (Pierce Leahy Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser to be performed hereunder are shall be subject to the fulfillment, satisfaction (or waiver by Purchaser) at or before the Closing, Closing of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):conditions:

Appears in 3 contracts

Sources: Merchant Asset Purchase Agreement (Paymentech Inc), Merchant Asset Purchase Agreement (Nova Corp \Ga\), Merchant Asset Purchase Agreement (Paymentech Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Interests are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 3 contracts

Sources: Purchase Agreement (Viewpoint Corp), Purchase Agreement (Viewpoint Corp), Purchase Agreement (Viewpoint Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are to consummate the transactions contemplated hereby shall be subject to the fulfillment, at on or before the ClosingClosing Date, of each of the following conditions (all or conditions, any of which may be waived in whole or in part by Purchaser in its sole discretion):writing delivered to Seller prior to or at the Closing:

Appears in 3 contracts

Sources: Asset Purchase Agreement (ORBCOMM Inc.), Asset Purchase Agreement (ORBCOMM Inc.), Asset Purchase Agreement (Ibasis Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Transferred Assets and to assume and to pay, perform and discharge the Assumed Liabilities are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 3 contracts

Sources: Asset Purchase Agreement (Santa Fe Gaming Corp), Asset Purchase Agreement (Station Casinos Inc), Purchase and Sale Agreement (Bh Re LLC)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder under this Agreement are subject subject, on or prior to the fulfillmentClosing Date, at or before to the Closing, of each fulfillment in all material respects of the following conditions (all or any precedent, each of which may be waived in whole or in part by Purchaser in its writing at the sole discretion):discretion of Purchaser:

Appears in 2 contracts

Sources: Asset Purchase Agreement (Explortex Energy Inc.), Asset Purchase Agreement (Hansen Natural Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are to consummate the transactions contemplated hereby shall be subject to the fulfillment, at on or before the ClosingClosing Date, of each of the following conditions (all or conditions, any of which may be waived in whole or in part by Purchaser in its sole discretion):writing delivered to Sellers prior to or at the Closing:

Appears in 2 contracts

Sources: Asset Purchase Agreement (ORBCOMM Inc.), Share Purchase Agreement (Fresh Brands Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to consummate the purchase and sale are subject to the fulfillment, at or before the Closing, of each satisfaction of the following conditions (all or any conditions, each of which may be waived in whole or in part by Purchaser in its sole discretion):Purchaser:

Appears in 2 contracts

Sources: Stock Exchange Agreement (Project Romania Inc.), Stock Exchange Agreement (Denmans Com Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are are, at the option of Purchaser, subject to the fulfillmentsatisfaction, at on or before prior to the ClosingClosing Date, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 2 contracts

Sources: Asset Purchase Agreement (Ponder Industries Inc), Asset Purchase Agreement (Rush Enterprises Inc \Tx\)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder to consummate the transactions described in Section 2.01, Section 2.03 and Section 2.04 are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 2 contracts

Sources: Purchase and Sale Agreement (GenOn Energy, Inc.), Asset Purchase Agreement (Genon Americas Generation LLC)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Acquired Interests and to consummate the Closing are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 2 contracts

Sources: Purchase and Sale Agreement (Pattern Energy Group Inc.), Purchase and Sale Agreement

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretionPurchaser):

Appears in 2 contracts

Sources: Purchase Agreement (Inland Western Retail Real Estate Trust Inc), Purchase Agreement (Insignia Financial Group Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are subject to the fulfillmentfulfillment or satisfaction on, at or before and as of the Closing, of each of the following conditions (all any one or any more of which may be waived by Purchaser, but only in whole or in part by Purchaser in its sole discretiona writing signed on behalf of Purchaser):

Appears in 2 contracts

Sources: Asset Purchase Agreement (Distributed Energy Systems Corp), Asset Purchase Agreement (Distributed Energy Systems Corp)

Conditions to Obligations of Purchaser. The All of the obligations of Purchaser hereunder under this Agreement are subject to the fulfillment, fulfillment prior to or at or before the Closing, Closing of each of the following conditions (all or conditions, any of which may be waived in whole or in part writing by Purchaser in its sole discretion)::

Appears in 2 contracts

Sources: Asset Purchase Agreement (Compucredit Corp), Asset Purchase Agreement (Compucredit Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to consummate the transactions contemplated by this Agreement are subject to the fulfillment, at or before the Closing, as applicable, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser Purchaser, but only in writing, in its sole discretion):

Appears in 2 contracts

Sources: Product Acquisition Agreement (Akorn Inc), Product Acquisition Agreement (Kos Pharmaceuticals Inc)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder are to consummate the Transaction is subject to the fulfillment, at or before the Closing, fulfillment of each of the following conditions (all or any of which may be waived in whole or in part written waiver thereof by Purchaser in its sole discretion):Purchaser:

Appears in 2 contracts

Sources: Purchase Agreement (Civitas Bankgroup Inc), Purchase Agreement (Civitas Bankgroup Inc)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder are to consummate the transactions contemplated hereby is subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 2 contracts

Sources: Asset Purchase Agreement (Fruit of the Loom Inc /De/), Asset Purchase Agreement (Oakwood Homes Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to consummate the transactions contemplated hereby are subject to the fulfillment, at or before the Closing, fulfillment and satisfaction of each and every of the following conditions (on or prior to the Closing, any or all or any of which may be waived in writing in whole or in part by Purchaser in its sole discretion):Purchaser:

Appears in 1 contract

Sources: Share Purchase Agreement (Housecall Medical Resources Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Shares and any Additional Shares are subject to the fulfillmentsatisfaction, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Share Purchase Agreement (Qualcomm Inc/De)

Conditions to Obligations of Purchaser. The obligations of the Purchaser hereunder are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by the Purchaser in its sole discretion):

Appears in 1 contract

Sources: Preferred Stock Purchase Agreement (Ameriquest Technologies Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Seller Membership Interests are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Membership Interest Purchase and Sale Agreement (Kgen Power Corp)

Conditions to Obligations of Purchaser. The Purchaser’s obligations of Purchaser hereunder are subject to the fulfillmentfulfillment or satisfaction, at or before on and as of the Closing, of each of the following conditions (all or by Seller, unless any of which may be such obligation is expressly waived in whole or in part by Purchaser in its sole discretion):writing:

Appears in 1 contract

Sources: Asset Purchase Agreement

Conditions to Obligations of Purchaser. The obligations obligation of the Purchaser hereunder are to consummate the Transactions is subject to the fulfillment, at or before the ClosingClosing Date, of each of the following conditions (all conditions, any one or any more of which may be waived in whole or in part by the Purchaser in its sole discretion):, and all of which shall be deemed to have been waived or satisfied for all purposes upon consummation by the Parties of the Closing: (a) [***].

Appears in 1 contract

Sources: Asset Purchase Agreement (Tocagen Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder under this Agreement are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):Purchaser).

Appears in 1 contract

Sources: Securities Purchase Agreement (Black Creek Management LLC)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Acquired Assets and to assume and to pay, perform and discharge the Assumed Liabilities are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Asset Purchase Agreement (Acorn Products Inc)

Conditions to Obligations of Purchaser. The All of the obligations of Purchaser hereunder under this Agreement are subject to the fulfillment, fulfillment prior to or at or before the Closing, Closing of each of the following conditions (all or conditions, any of which may be waived in whole or in part by Purchaser in its sole discretion)::

Appears in 1 contract

Sources: Stock Purchase Agreement (ITC Holdings Corp.)

Conditions to Obligations of Purchaser. The All obligations of Purchaser hereunder under this Agreement and the other Transaction Documents are subject to the fulfillment, at or before the Closing, fulfillment and satisfaction of each and every of the following conditions (on or prior to the Closing, any or all or any of which may be waived in whole or in part by Purchaser in its sole discretion):Purchaser:

Appears in 1 contract

Sources: Interest Purchase Agreement (BOISE CASCADE Co)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Interests are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion, it being understood that the Closing of the transaction shall be evidence of such waiver):

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (Gryphon Gold Corp)

Conditions to Obligations of Purchaser. The All obligations of the Purchaser hereunder under this Agreement are subject to the fulfillment, at fulfillment on or before the ClosingClosing Date, of each of the following conditions (all any one or any more of which may may, in the absolute discretion of the Purchaser, be waived in whole or in part by Purchaser in its sole discretionPurchaser):

Appears in 1 contract

Sources: Stock Exchange Agreement (Palweb Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Shares are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which which, except for mandatory approvals by Governmental Authorities (if any), may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Share Purchase Agreement (International Rectifier Corp /De/)

Conditions to Obligations of Purchaser. The Notwithstanding any provision contained herein, the obligations of the Purchaser hereunder are to consummate the transactions contemplated hereby shall be subject to the fulfillmentsatisfaction of or compliance with, at or before the prior to Closing, of each of the following conditions (set forth below, all or any of which are agreed to be material, are included for the exclusive benefit of the Purchaser and may be waived in whole full or in part by Purchaser in its sole discretion):at any time:

Appears in 1 contract

Sources: Purchase and Sale of Assets Agreement (Trega Biosciences Inc)

Conditions to Obligations of Purchaser. The obligations of the Purchaser hereunder are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):the Purchaser).

Appears in 1 contract

Sources: Stock Acquisition Agreement (Zenith National Insurance Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Shares and to consummate the transactions contemplated hereunder are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Stock Purchase Agreement (Florida Gaming Corp)

Conditions to Obligations of Purchaser. The obligations obligation of the Purchaser hereunder are to complete the Transactions contemplated hereby is subject to the fulfillmentfulfillment or written waiver (at the sole discretion of the Purchaser), at upon or before prior to the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):conditions:

Appears in 1 contract

Sources: Share Purchase Agreement (Cellcom Israel Ltd.)

Conditions to Obligations of Purchaser. The All obligations of Purchaser hereunder under this Agreement are subject to the fulfillment, at or before the Closing, fulfillment and satisfaction of each of the following conditions (on or prior to the Closing, any or all or any of which may be waived in whole or in part by Purchaser in its sole discretion):Purchaser:

Appears in 1 contract

Sources: Purchase and Sale Agreement (Arris Group Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Purchased Assets and to assume and agree to pay, perform and discharge the Assumed Liabilities, are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Asset Purchase Agreement (Thor Industries Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):Purchaser). Seller shall use all commercially reasonable efforts to fulfill, at or before the Closing, such of the following conditions (or portions thereof) over which Seller has control.

Appears in 1 contract

Sources: Stock Purchase Agreement (Uici)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Interest are subject to the fulfillment, at or before the Closing, of each of the following conditions express condition precedents (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Purchase and Sale Agreement (Argan Inc)

Conditions to Obligations of Purchaser. The All obligations of Purchaser hereunder to consummate the transactions contemplated herein at the Closing are subject to the fulfillment, at or before the Closing, fulfillment and satisfaction of each of the following conditions (on or prior to the Closing, any or all or any of which may be waived in whole or in part by Purchaser provided that no such waiver shall be effective unless it is set forth in its sole discretion):a writing executed by Purchaser:

Appears in 1 contract

Sources: Purchase and Sale Agreement (Pameco Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Purchased Shares are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Stock Purchase Agreement (Triarc Companies Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are to effect the Purchase shall be subject to the fulfillmentsatisfaction, at or before prior to the Closing, of each of the following conditions (all or any of which may be waived waived, in whole or in part writing, exclusively by Purchaser in its sole discretionPurchaser):

Appears in 1 contract

Sources: Share Purchase Agreement (Cullinan Oncology, Inc.)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder are to consummate the Transaction is subject to the fulfillment, at or before the Closing, of each of the following conditions and any condition specified in that certain letter agreement executed by Purchaser and Seller dated as of the date hereof (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Stock Sale Agreement (Memc Electronic Materials Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to consummate the transactions contemplated by this Agreement are subject to the fulfillmentsatisfaction, at on or before prior to the ClosingClosing Date, of each of the following conditions (conditions, any or all or any of which Purchaser may be waived in whole or in part by Purchaser waive in its sole discretion)::

Appears in 1 contract

Sources: Asset Purchase Agreement (Pierce Leahy Corp)

Conditions to Obligations of Purchaser. The This Agreement and the obligations of Purchaser to perform hereunder are subject to the fulfillmentfulfillment by Sellers (to the satisfaction of Purchaser), or waiver in writing by Purchaser, of the following conditions, each of which is individually hereby deemed material, at or before the prior to Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion)::

Appears in 1 contract

Sources: Asset Purchase Agreement (Newhouse Broadcasting Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Purchased Interests are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Sale and Purchase Agreement (Brady Power Partners)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder are to consummate the transactions contemplated hereby shall be subject to the fulfillment, at on or before the ClosingClosing Date, of each of the following conditions (all or conditions, any of which may be waived in whole or in part by Purchaser in its sole discretion):writing delivered to Sellers prior to the Closing.

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (Surna Inc.)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are subject to the fulfillmentfulfillment or satisfaction on, at or before and as of the Closing, of each of the following conditions (all any one or any more of which may be waived by Purchaser, but only in whole or in part a writing signed by Purchaser in its sole discretionPurchaser):

Appears in 1 contract

Sources: Acquisition Agreement (Adc Telecommunications Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to consummate the transactions contemplated by this Agreement are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser Purchaser, but only in writing, in its sole discretion):

Appears in 1 contract

Sources: General Products Agreement (King Pharmaceuticals Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Sellers' Shares are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Stock Purchase Agreement (Edutrek Int Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase and pay for the Shares are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Share Purchase Agreement (Vertex Industries Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to consummate the transactions contemplated by this Agreement are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in writing in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Asset Purchase Agreement (Sol-Gel Technologies Ltd.)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Units are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Unit Purchase Agreement (Northwestern Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the LLC Interests are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Purchase Agreement (Fortress Group Inc)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder are to consummate the transactions contemplated by this Agreement shall be subject to the fulfillmentfulfillment or waiver, at or before prior to the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):conditions:

Appears in 1 contract

Sources: Stock Purchase Agreement (Curtis Sub Inc)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder to consummate the transactions described in Sections 2.01 through 2.03 are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Purchase and Sale Agreement (Talen Energy Supply, LLC)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to effect the Purchase and the other transactions contemplated hereby are subject to the fulfillment, at or before waiver, on or prior to the Closing, Closing Date of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):conditions:

Appears in 1 contract

Sources: Stock Purchase and Subscription Agreement (Linktone LTD)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Assets and to assume and pay, perform and discharge the Assumed Liabilities are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser Purchaser, but only in writing, in its sole discretion):

Appears in 1 contract

Sources: Product Asset Purchase Agreement (King Pharmaceuticals Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Acquired Interests are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):): 36

Appears in 1 contract

Sources: Purchase and Sale Agreement

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder to consummate the transactions contemplated by this Agreement are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Asset Purchase Agreement (Cavco Industries Inc.)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder to consummate the transactions described in Section 2.01 are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in writing, in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Purchase and Sale Agreement (Pseg Energy Holdings LLC)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are subject to the fulfillment, at or before the Closingeffectiveness of the Closing on the Effective Date, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Stock Purchase Agreement (Apogee Enterprises Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Preferred Interests and to consummate the Merger are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived waived, in writing, in whole or in part part, by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Merger and Purchase Agreement (Arch Coal Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):Purchaser). Seller shall use all commercially reasonable efforts to fulfill, at or before the Closing, such of the following conditions (or portions thereof) over which it has control.

Appears in 1 contract

Sources: Stock Purchase Agreement (Life Re Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are subject to the fulfillmentsatisfaction, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Asset Purchase Agreement (Family Christian Stores Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Assets and to consummate the transactions contemplated hereunder are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Asset Purchase Agreement (Florida Gaming Corp)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder are to acquire the Company Shares and the Preferred Shares is subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Stock Purchase Agreement (Heafner Tire Group Inc)

Conditions to Obligations of Purchaser. The obligations Purchaser's obligation to consummate the purchase of Purchaser hereunder are the Shares as provided for by this Agreement and the other transactions contemplated hereby is subject to the fulfillment, prior to or at or before the Closing, of each of the following conditions (any or all or any of which may be waived in whole or in part by Purchaser in its sole discretionPurchaser):

Appears in 1 contract

Sources: Share Purchase Agreement (Rayovac Corp)

Conditions to Obligations of Purchaser. The obligations obligation of the Purchaser hereunder are to consummate the transactions contemplated hereby shall be subject to the fulfillment, fulfillment (or waiver by the Purchaser) at or before prior to the Closing, of each Closing Date of the following conditions (all or any conditions, which are provided in the interest of which may be waived in whole or in part by Purchaser in its sole discretion):the Purchaser:

Appears in 1 contract

Sources: Share Purchase Agreement (Amcast Industrial Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser -------------------------------------- hereunder are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Asset Purchase Agreement (Pepsi Cola Puerto Rico Bottling Co)

Conditions to Obligations of Purchaser. The obligations of the Purchaser hereunder are to consummate the transactions contemplated hereby shall be subject to the fulfillment, at on or before the ClosingClosing Date, of each of the following conditions (all or conditions, any of which may be waived in whole or in part by the Purchaser in its sole discretion):a writing delivered to the Company, Argotec and the Sellers prior to or at the Closing:

Appears in 1 contract

Sources: Stock Purchase Agreement (Convergys Corp)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder are to consummate the transactions contemplated by this Agreement is subject to the fulfillment, fulfillment at or before prior to the Closing, Closing of each of the following conditions (conditions, any and all or any of which may be waived in whole or in part by Purchaser in its sole discretion):Purchaser, to the extent permitted by applicable law:

Appears in 1 contract

Sources: Asset Purchase Agreement (Egghead Inc /Wa/)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder are Purchaser's obligation to consummate the transactions contemplated by this Agreement is subject to the fulfillmentfulfillment to the reasonable satisfaction of Purchaser, prior to or at or before the ClosingEffective Time, of each of the following conditions (any or all or any of which may be waived in whole or in part by Purchaser in its sole discretionPurchaser):

Appears in 1 contract

Sources: Merger Agreement (Preferred Networks Inc)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Purchased Interests are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretionPurchaser):

Appears in 1 contract

Sources: Membership Interest Purchase Agreement (Renegy Holdings, Inc.)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder are to consummate the transactions contemplated by this Agreement is subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Share Purchase Agreement (D. E. Shaw Laminar Emerging Markets, L.L.C.)

Conditions to Obligations of Purchaser. The obligations obligation of Purchaser hereunder are to consummate the transactions contemplated hereby shall be subject to the fulfillmentsatisfaction, at on or before prior to the ClosingClosing Date, of each of the following conditions (all any one or any more of which may be waived in whole or in part by Purchaser in its sole discretion):Purchaser. 6.01

Appears in 1 contract

Sources: Contribution Agreement (Cedar Fair L P)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Shares are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):).

Appears in 1 contract

Sources: Purchase Agreement (Alliance Gaming Corp)

Conditions to Obligations of Purchaser. The obligations of Purchaser hereunder to purchase the Acquired Assets and to consummate the Closing are subject to the fulfillment, at or before the Closing, of each of the following conditions (all or any of which may be waived in whole or in part by Purchaser in its sole discretion):

Appears in 1 contract

Sources: Asset Purchase Agreement (TerraForm Power, Inc.)