Common use of Performance of Covenants Clause in Contracts

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 15 contracts

Sources: Arrangement Agreement (Planet 13 Holdings Inc.), Arrangement Agreement (Fitlife Brands, Inc.), Arrangement Agreement (Valens Company, Inc.)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 5 contracts

Sources: Arrangement Agreement (Kirkland Lake Gold Ltd.), Arrangement Agreement (Aphria Inc.), Arrangement Agreement (Nevsun Resources LTD)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the its covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective TimeDate, and the Company has delivered a certificate confirming same to the Purchaser, executed by two (2) senior officers or directors of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 4 contracts

Sources: Arrangement Agreement (TerrAscend Corp.), Arrangement Agreement (IM Cannabis Corp.), Arrangement Agreement

Performance of Covenants. The Company has will have fulfilled or complied in all material respects with each all of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has shall have delivered a certificate confirming same to the Purchaser, executed by two senior officers or directors of the Company (in each case without personal liability) addressed to the Purchaser and ), dated the Effective Date.

Appears in 4 contracts

Sources: Arrangement Agreement (Charlotte's Web Holdings, Inc.), Arrangement Agreement (Trulieve Cannabis Corp.), Arrangement Agreement (Harvest Health & Recreation Inc.)

Performance of Covenants. The Company has shall have fulfilled or complied in all material respects with each of the obligations and covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has shall have delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 4 contracts

Sources: Arrangement Agreement (Canopy Growth Corp), Arrangement Agreement (Canopy Growth Corp), Arrangement Agreement (Acreage Holdings, Inc.)

Performance of Covenants. The Company has shall have fulfilled or complied in all material respects with each of the obligations and covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Amendment Time, and the Company has shall have delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated as of the Effective Amendment Date.

Appears in 3 contracts

Sources: Proposal Agreement (Acreage Holdings, Inc.), Proposal Agreement (Canopy Growth Corp), Proposal Agreement

Performance of Covenants. The Company has fulfilled or shall have performed in all material respects all obligations, and complied in all material respects with each of the covenants of the Company contained in this Agreement agreements and covenants, required to be fulfilled performed by or complied with by it hereunder on or prior to the Effective Time, and the Company has delivered Parent shall have received a certificate confirming same to dated the Purchaser, executed by two senior officers Closing Date and signed on behalf of the Company (in each case without personal liability) addressed by a senior executive officer of the Company to the Purchaser and dated the Effective Datesuch effect.

Appears in 3 contracts

Sources: Merger Agreement (Emageon Inc), Merger Agreement (Health Systems Solutions Inc), Merger Agreement (Health Systems Solutions Inc)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Parent and the Purchaser, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to the Parent and the Purchaser and dated the Effective Date.

Appears in 3 contracts

Sources: Arrangement Agreement (Daseke, Inc.), Arrangement Agreement (Westwater Resources, Inc.), Arrangement Agreement (Westwater Resources, Inc.)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective TimeDate, or which have not been waived by the Purchaser, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 3 contracts

Sources: Arrangement Agreement (Silvercorp Metals Inc), Arrangement Agreement (Flora Growth Corp.), Arrangement Agreement

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 3 contracts

Sources: Arrangement Agreement, Arrangement Agreement (Cresco Labs Inc.), Arrangement Agreement (Columbia Care Inc.)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the its covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective TimeDate, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers or directors of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 3 contracts

Sources: Arrangement Agreement (Verano Holdings Corp.), Arrangement Agreement (Goodness Growth Holdings, Inc.), Arrangement Agreement (Goodness Growth Holdings, Inc.)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.Date.‌

Appears in 2 contracts

Sources: Arrangement Agreement, Arrangement Agreement

Performance of Covenants. The Company has will have fulfilled or complied in all material respects with each all of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, except for the covenants set forth in Section 4.1(3) and Section 4.1(4)(aa) of this Agreement, which shall have been fulfilled or complied with in all respects, and the Company has shall have delivered a certificate confirming same to the Purchaser, executed by two senior officers or directors of the Company (in each case without personal liability) addressed to the Purchaser and ), dated the Effective Date.

Appears in 2 contracts

Sources: Arrangement Agreement (HEXO Corp.), Arrangement Agreement (Tilray Brands, Inc.)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, Time and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior executive officers of the Company (in each case on behalf of the Company and without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 2 contracts

Sources: Arrangement Agreement (SNDL Inc.), Arrangement Agreement (Sundial Growers Inc.)

Performance of Covenants. The Company Corporation has fulfilled or complied in all material respects with each of the covenants of the Company Corporation contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, or which have not been waived by Purchaser, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company Corporation (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 2 contracts

Sources: Arrangement Agreement (Shockwave Medical, Inc.), Arrangement Agreement (Neovasc Inc)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company (in each case on behalf of the Company and without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 2 contracts

Sources: Arrangement Agreement (SNDL Inc.), Arrangement Agreement (Valens Company, Inc.)

Performance of Covenants. The Company has shall have fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has shall have delivered to the Purchaser a certificate confirming same addressed to the Purchaser, dated the Effective Date and executed by two of its senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date), confirming same.

Appears in 2 contracts

Sources: Arrangement Agreement (Student Transportation Inc.), Arrangement Agreement

Performance of Covenants. The Company has shall have fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has shall have delivered a certificate confirming same to the Purchaser, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 2 contracts

Sources: Arrangement Agreement (Mogo Inc.), Arrangement Agreement (Mogo Finance Technology Inc.)

Performance of Covenants. (a) The Company has shall have fulfilled or complied complied, in all material respects respects, with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, ; and (b) the Company has shall have delivered a certificate confirming same to the Purchaser, executed by two of its senior officers of the Company (in each case without personal liability) ), addressed to the Purchaser and dated the Effective Date, stating that the condition set forth is this Section 6.2(2) has been satisfied.

Appears in 2 contracts

Sources: Arrangement Agreement, Arrangement Agreement (Dominion Diamond Corp)

Performance of Covenants. The Company has and its Subsidiaries shall have fulfilled or complied in all material respects with each of the covenants of the Company and its Subsidiaries contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has shall have delivered to the Purchasers a certificate confirming same addressed to the PurchaserPurchasers, dated the Effective Date and executed by two of its senior officers (in each case in their capacity as officers of the Company (in each case and without personal liability) addressed to the Purchaser and dated the Effective Date), confirming same.

Appears in 2 contracts

Sources: Arrangement Agreement (Atlantic Power Corp), Arrangement Agreement

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming the same to the Purchaser, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 2 contracts

Sources: Arrangement Agreement (Corvus Gold Inc.), Arrangement Agreement (Anglogold Ashanti LTD)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each all of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company (in each case on behalf of the Company without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two a senior officers officer of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement (SG Enterprises, II LLC)

Performance of Covenants. The Company Corporation has fulfilled or complied in all material respects with each of the covenants of the Company Corporation contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company Corporation (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement (Nordion Inc.)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each all of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company C ompany (in each case on behalf of the Company without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective TimeClosing Date, and the Company has delivered a certificate confirming same to the Parent and the Purchaser, executed by two senior officers an officer of the Company (in each case without personal liability) addressed to the Parent and the Purchaser and dated as of the Effective Closing Date.

Appears in 1 contract

Sources: Amalgamation Agreement (AMERI Holdings, Inc.)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement (Telus Corp)

Performance of Covenants. The Company has and its Subsidiaries have fulfilled or complied in all material respects with each all of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it the Company and its Subsidiaries on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement (Scientific Games Corp)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company (in each case on behalf of the Company without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement (Transatlantic Petroleum Ltd.)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective TimeClosing Date, and the Company has delivered a certificate confirming same to the PurchaserParent, executed by two senior officers an officer of the Company (in each case without personal liability) addressed to the Purchaser Parent and dated as of the Effective Closing Date.

Appears in 1 contract

Sources: Tender Offer Support Agreement (AMERI Holdings, Inc.)

Performance of Covenants. The Company Corporation has fulfilled or complied in all material respects with each of the covenants of the Company Corporation contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company Corporation (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement (Viavi Solutions Inc.)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the PurchaserParent and Acquireco, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to the Purchaser ▇▇▇▇▇▇ and Acquireco and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement

Performance of Covenants. The Company Corporation has fulfilled or complied in all material respects with each of the covenants of the Company Corporation contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, or which have not been waived by Purchaser, and the Company has delivered a certificate confirming same to the Purchaser, executed by two (2) senior officers of the Company Corporation (in each case without personal liability) addressed to the Purchaser and Guarantor and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement (Clementia Pharmaceuticals Inc.)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming the same to the Purchaser, executed by two senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement (Merus Labs International Inc.)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two one (1) senior officers officer of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.Date.‌

Appears in 1 contract

Sources: Arrangement Agreement

Performance of Covenants. The Company Corporation has fulfilled or complied in all material respects with each of the covenants of the Company Corporation contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the Purchaser, executed by two senior officers of the Company Corporation (in each case on behalf of the Corporation without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective TimeDate, and the Company has delivered a certificate confirming same to the Purchaser, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement (Pixelworks, Inc)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to Purchaser Parent and the Purchaser, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to Purchaser Parent and the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement (Pni Digital Media Inc)

Performance of Covenants. The Company has shall have fulfilled or and complied in all material respects with each of the all agreements and covenants of the Company contained in required under this Agreement to be fulfilled or complied with by it the Company on or prior to the Effective Time, and the Company has delivered Purchaser shall have received a certificate confirming same to the Purchaser, executed by two senior (2) officers of the Company (in their respective capacities as such and in each case without personal liability) addressed to the Purchaser and dated the Effective DateDate certifying same.

Appears in 1 contract

Sources: Arrangement Agreement (LKQ Corp)

Performance of Covenants. The Company Corporation has fulfilled or complied in all material respects with each of the covenants of the Company Corporation contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the PurchaserPurchaser Parties, executed by two (2) senior officers of the Company Corporation (in each case without personal liability) addressed to the Purchaser Parties and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement (Haemonetics Corp)

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the its covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective TimeDate, and the Company has delivered a certificate confirming same to the Purchaser, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to the Purchaser and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement

Performance of Covenants. The Company has fulfilled or complied in all material respects with each of the covenants of the Company contained in this Agreement to be fulfilled or complied with by it on or prior to the Effective Time, and the Company has delivered a certificate confirming same to the PurchaserPurchaser and Acquireco, executed by two (2) senior officers of the Company (in each case without personal liability) addressed to the Purchaser and Acquireco and dated the Effective Date.

Appears in 1 contract

Sources: Arrangement Agreement