Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 38 contracts
Sources: Merger Agreement (Stealth BioTherapeutics Corp), Merger Agreement (Kongzhong Corp), Merger Agreement (Qunar Cayman Islands Ltd.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditionsconditions at or prior to the Closing Date:
Appears in 18 contracts
Sources: Merger Agreement (China Zenix Auto International LTD), Merger Agreement (Tang Liang), Merger Agreement (Ossen Innovation Co. Ltd.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 17 contracts
Sources: Agreement and Plan of Merger (Lenco Mobile Inc.), Merger Agreement (Lenco Mobile Inc.), Merger Agreement (DemandTec, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 14 contracts
Sources: Merger Agreement (Omega Protein Corp), Merger Agreement (Care.com Inc), Merger Agreement (Mellanox Technologies, Ltd.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) in writing to the extent permitted by applicable Law at or prior to the Effective Time of the following conditions:
Appears in 9 contracts
Sources: Merger Agreement (Granite Construction Inc), Merger Agreement (Layne Christensen Co), Merger Agreement (TTM Technologies Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) at or prior to the Effective Time of the following conditions:
Appears in 9 contracts
Sources: Merger Agreement (Mam Software Group, Inc.), Merger Agreement (Highpower International, Inc.), Merger Agreement (Asv Holdings, Inc.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction satisfaction, at or waiver (where permissible) before the Effective Time, of each of the following conditions:
Appears in 7 contracts
Sources: Merger Agreement (Wellco Enterprises Inc), Merger Agreement (MLE Holdings, Inc.), Merger Agreement (Datastream Systems Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) of the following conditions:
Appears in 7 contracts
Sources: Agreement and Plan of Merger (Despegar.com, Corp.), Merger Agreement (Nordson Corp), Merger Agreement (Nordson Corp)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub Acquisition Corp. to consummate the Merger are subject to the satisfaction satisfaction, at or waiver (where permissible) before the Effective Time, of each of the following conditions:
Appears in 6 contracts
Sources: Agreement and Plan of Merger (National Home Health Care Corp), Merger Agreement (National Home Health Care Corp), Merger Agreement (National Home Health Care Corp)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger and the other Transactions are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) at or prior to the Effective Time of the following conditions:
Appears in 6 contracts
Sources: Merger Agreement (SKY-MOBI LTD), Merger Agreement (Sequoia Capital China I Lp), Merger Agreement (Chiu Na Lai)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Co to consummate the Merger are subject to the satisfaction or waiver in writing (where permissible) as of the Closing of the following conditions:
Appears in 6 contracts
Sources: Agreement and Plan of Merger (Transmontaigne Inc), Agreement and Plan of Merger (Transmontaigne Inc), Merger Agreement (Ss&c Technologies Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditionsconditions on or prior to the Closing Date:
Appears in 6 contracts
Sources: Merger Agreement (Dada Nexus LTD), Merger Agreement (TDCX Inc.), Merger Agreement (Genetron Holdings LTD)
Conditions to the Obligations of Each Party. The respective obligations of the Company, THL and Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditions:
Appears in 4 contracts
Sources: Plan of Merger (Sogou Inc.), Merger Agreement (Tencent Holdings LTD), Merger Agreement (Sogou Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Co to consummate the Merger are subject to the satisfaction or waiver in writing (where permissible) of the following conditions:
Appears in 4 contracts
Sources: Merger Agreement (Open Solutions Inc), Merger Agreement (Industrial Distribution Group Inc), Merger Agreement (King Luther Capital Management Corp)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissible) of the following conditions:
Appears in 4 contracts
Sources: Merger Agreement (Cepheid), Merger Agreement (Wausau Paper Corp.), Merger Agreement (American Safety Insurance Holdings LTD)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub Parties to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under Applicable Law) by the mutual written consent of Parent and the Company, at or prior to the Merger Effective Time of each of the following conditions:
Appears in 4 contracts
Sources: Merger Agreement (Ig Design Group Americas, Inc.), Merger Agreement (CSS Industries Inc), Merger Agreement (Essendant Inc)
Conditions to the Obligations of Each Party. The respective obligations of the CompanyParent, Parent and Merger Sub and the Company to consummate the Merger are shall be subject to the satisfaction or waiver (where permissibleexcept with respect to the condition set forth in Section 8.1(a), which cannot be waived) by mutual written agreement of Parent and the Company (subject to the approval of the Special Committee), prior to the Effective Time, of each of the following conditions:
Appears in 3 contracts
Sources: Merger Agreement (Liu Tianwen), Merger Agreement (Vimicro International CORP), Merger Agreement (WSP Holdings LTD)
Conditions to the Obligations of Each Party. The obligations of the Company, on the one hand, and Parent and Merger Sub Sub, on the other hand, to consummate the Merger are subject to the satisfaction or (or, if permissible, waiver (where permissibleby the party for whose benefit such conditions exist) of the following conditions:
Appears in 3 contracts
Sources: Merger Agreement (Igo Corp), Merger Agreement (Exel LTD), Merger Agreement (Nac Re Corp)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of each party of the following conditions:
Appears in 3 contracts
Sources: Merger Agreement (Ariba Inc), Merger Agreement (I Many Inc), Merger Agreement (Ariba Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or (or, to the extent permitted by Law, the waiver (where permissiblein writing by each such party) of the following conditions:
Appears in 3 contracts
Sources: Merger Agreement (BM Technologies, Inc.), Merger Agreement (Timber Pharmaceuticals, Inc.), Merger Agreement (Timber Pharmaceuticals, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) as of the Closing of the following conditions:
Appears in 3 contracts
Sources: Agreement and Plan of Merger (Aeroflex Inc), Merger Agreement (Aeroflex Inc), Agreement and Plan of Merger (Gevity Hr Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub Purchaser to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Crystal Rock Holdings, Inc.), Merger Agreement (Arctic Cat Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent Acquisition Corp. and Merger Sub on the one hand and the Company on the other hand to consummate effect the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions, unless waived in writing by all parties:
Appears in 2 contracts
Sources: Merger Agreement (Royal Precision Inc), Merger Agreement (Royal Precision Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or mutual waiver (where permissibleto the extent permitted by applicable Law) of the following conditions:
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Abaxis Inc), Merger Agreement (Zoetis Inc.)
Conditions to the Obligations of Each Party. The respective obligations of Parent, Acquisition Sub and the Company, Parent and Merger Sub Company to consummate the Merger are shall be subject to the satisfaction (or waiver (where permissibleby each of Parent and the Company if permissible under applicable Law) prior to the Effective Time, of each of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Elanco Animal Health Inc), Merger Agreement (Aratana Therapeutics, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction on or waiver (where permissible) prior to the Closing Date of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Beazer Homes Usa Inc), Merger Agreement (Beazer Homes Usa Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Subsidiary to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Steel Dynamics Inc), Merger Agreement (Roanoke Electric Steel Corp)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditionsconditions at or prior to the Effective Time:
Appears in 2 contracts
Sources: Merger Agreement (Avolon Holdings LTD), Merger Agreement (China Mobile Games & Entertainment Group LTD)
Conditions to the Obligations of Each Party. The obligations of the Company, the Company Subreits, TRS LLC, Parent and Merger Sub to consummate the Merger Mergers are subject to the satisfaction (or to the extent permitted by Law, mutual waiver (where permissibleby both the Company and Parent) of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Quality Care Properties, Inc.), Merger Agreement (Welltower Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or waiver (where permissiblewritten waiver, if permissible under applicable Law) on or prior to the Closing of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Gen Probe Inc), Merger Agreement (Hologic Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or written waiver (where permissibleby all parties, if permissible under Applicable Law) at or prior to the Effective Time of each of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Cotiviti Holdings, Inc.), Merger Agreement (Cbeyond, Inc.)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissiblepermissible under applicable Law) on or prior to the Closing of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Boston Scientific Corp), Merger Agreement (Axonics, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or (to the extent permitted by applicable Law) waiver (where permissible) of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Stewart Enterprises Inc), Merger Agreement (Service Corporation International)
Conditions to the Obligations of Each Party. The obligations of the Company, the SFC Equityholders, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Navarre Corp /Mn/), Merger Agreement (Navarre Corp /Mn/)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Subsidiary to consummate the Merger are subject to the satisfaction or (to the extent permissible under Applicable Law) waiver (where permissible) of the following conditions:
(a) no Applicable Law shall prohibit or make illegal the consummation of the Merger; and
(b) the Acceptance Time shall have occurred on the terms and subject to the conditions set forth herein.
Appears in 2 contracts
Sources: Merger Agreement (Roche Holding LTD), Merger Agreement (Foundation Medicine, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) at or prior to the Closing of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Commonwealth Industries Inc/De/), Merger Agreement (Imco Recycling Inc)
Conditions to the Obligations of Each Party. The obligations of the CompanyCompany and Parent (and, Parent and in the event of a Subsidiary Merger Sub Election, Merger Subsidiary) to consummate the Merger are subject to the satisfaction or waiver (where or, to the extent permissible, waiver) of the following conditions:
Appears in 2 contracts
Sources: Merger Agreement (Rehabcare Group Inc), Merger Agreement (Kindred Healthcare, Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditionsconditions on or prior to the Effective Time:
Appears in 1 contract
Sources: Merger Agreement (iClick Interactive Asia Group LTD)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) at or prior to the Effective Time of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent, Intermediate Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction at or waiver (where permissible) prior to the Effective Time of the following conditions, any or all of which may be waived, in whole or in part, to the extent permitted by applicable Law:
Appears in 1 contract
Sources: Merger Agreement (Healthextras Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are shall be subject to the satisfaction (or written waiver (where permissible) by the Company, Parent and Merger Sub, if permissible by Law), prior to the Effective Time, of the following conditions:
Appears in 1 contract
Sources: Merger Agreement (Aegion Corp)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Company and Merger Sub Co to consummate the Merger are subject to the satisfaction or waiver in writing (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of the Company, Ultimate Parent, Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or written waiver (where permissibleby all parties, if permissible under Applicable Law) of the following conditions:
Appears in 1 contract
Sources: Merger Agreement (Brocade Communications Systems Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or valid waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of each of the Company, Parent the Company Shareholders, Parent, Sister Sub and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) by such party in writing, to the extent permitted by Applicable Law and not specifically prohibited herein, at or prior to the Closing, of the following conditions:
Appears in 1 contract
Sources: Merger Agreement (Universal Truckload Services, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are shall be subject to the satisfaction (or written waiver (where permissible) by the Company, Parent and Merger Sub, if permissible by Law), at or prior to the Effective Time, of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Acquisition Sub to consummate the Merger are subject to the satisfaction (or written waiver (where permissibleby all parties, if permissible under Applicable Law) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction (or written waiver (where permissibleby all parties, if permissible under Applicable Law and other than the condition set forth in Section 7.01(a), which may not be waived by any party) at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Sources: Merger Agreement (Model N, Inc.)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger and the other Transactions are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Sources: Merger Agreement (Wits Basin Precious Minerals Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or written waiver (where permissible) by the Company and Parent of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub Company to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Sources: Merger Agreement (Zhaopin LTD)
Conditions to the Obligations of Each Party. The respective obligations of the CompanyParent, Parent and Merger Sub and the Company to consummate the Merger are shall be subject to the satisfaction (or waiver (where permissibleby each of Parent and the Company if permissible under applicable Law) prior to the Effective Time, of each of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) by mutual written agreement of Parent and the Company (subject to the approval of the Special Committee) of the following conditionsconditions at or prior to the Effective Time:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent Parent, Buyer and Merger Sub Subsidiary to consummate the Merger are subject to the satisfaction or waiver (where or, to the extent legally permissible, waiver) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) in writing of the following conditions:
Appears in 1 contract
Sources: Merger Agreement (Bright Horizons Family Solutions Inc)
Conditions to the Obligations of Each Party. The respective obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) permissible under applicable Law), at or before the Effective Time, of each of the following conditions:
Appears in 1 contract
Sources: Merger Agreement (Senorx Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub and Parent to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Parent, Company, Parent and Merger Sub and Buyer to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissiblepermissible under applicable Law) of the following conditions:
Appears in 1 contract
Conditions to the Obligations of Each Party. The obligations of the Company, Company and Parent and Merger Sub Subsidiary to consummate the Merger are subject to the satisfaction or waiver (where or, to the extent permissible, waiver) of the following conditions:
Appears in 1 contract
Sources: Merger Agreement (Metropolitan Health Networks Inc)
Conditions to the Obligations of Each Party. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction or waiver (where permissible) of the following conditions:.
Appears in 1 contract