Performance. Buyer and Merger Sub shall have performed, satisfied and complied in all material aspects with all covenants, agreements and conditions required by this Agreement to be performed, satisfied or complied with by Buyer on or before the Closing Date.

Performance. Buyer and Merger SubThe Purchaser shall have performed, satisfiedperformed and complied in all material aspects with all covenants, agreementsagreements, obligations and conditions required bycontained in this Agreement that are required to be performed, satisfiedperformed or complied with by Buyerthe Purchaser on or before thesuch Closing Date.

Performance.The Buyer and Merger Sub shall have performed, satisfiedperformed and complied with, in all material aspects with all covenants,respects, each of the covenants and other agreements and conditions required byof the Buyer contained in this Agreement required to be performed, satisfied or complied withperformed by the Buyer on or beforeprior to the Closing Date.

Performance. Buyer and Merger SubPerformance of Covenants. Purchaser shall have performed, satisfiedperformed and complied in all material aspectsrespects with all covenants, agreementsthe obligations and conditionscovenants required by this Agreement to be performed, satisfiedperformed or complied with by BuyerPurchaser on or beforeprior to the Closing Date.

Performance. Buyer and Merger Sub shall have performed, satisfiedperformed and complied in all material aspectsrespects with all covenants, agreements and conditionscovenants required by this Agreement to be performed, satisfiedperformed or complied with by Buyerit under this Agreement on or beforeprior to the Closing Date.Date;

Performance.Performance of Covenants. Buyer and Merger Sub shall have performed, satisfiedperformed and complied with, or shall cause the performance of and compliance with, in all material aspects withrespects all covenants,of its covenants and agreements and conditions required by this Agreement to be performed, satisfiedperformed or complied with by Buyer on or beforeit under this Agreement prior to the Closing Date.Date and the Sellers shall have received a certificate of Buyer certifying as to the foregoing.

Performance. Buyer and Merger SubThe Purchaser shall have performed, satisfiedduly performed and complied in all material aspectsrespects with all agreements, covenants, agreements and conditions required by this Agreement to be performed, satisfiedperformed or complied with by Buyerit prior to or on or before the Closing Date.Date; provided, that, with respect to agreements, covenants, and conditions that are qualified by materiality, the Purchaser shall have performed such agreements, covenants, and conditions, as so qualified, in all respects.

Performance. Buyer and Merger Sub shall have performed, satisfiedperformed and complied in all material aspects with all covenants, agreementsof the agreements, covenants and conditions required by this Agreement to be performed, satisfiedperformed or complied with by Buyer onit prior to or beforeat the Closing Date.

Performance. Buyer and Merger SubThe Company shall have performed, satisfiedperformed and complied in all material aspects with all covenants, agreementsagreements, obligations and conditions required bycontained in this Agreement that are required to be performed, satisfiedperformed or complied with by Buyerit on or before thesuch Closing Date.

Performance. BuyerAll of the covenants and Merger Subobligations that Sellers are required to perform or to comply with pursuant to this Agreement at or prior to the Closing shall have performed, satisfiedbeen performed and complied with in all material aspects with all covenants, agreements and conditions required by this Agreement to be performed, satisfied or complied with by Buyer on or before the Closing Date.respects.