Conditions Precedent to Merger. 5.01 Conditions Precedent to Obligations of Parent, Sub and the Company. The respective obligations of Parent and Sub, on the one hand, and the Company, on the other hand, to effect the Merger are subject to the satisfaction or waiver (subject to applicable law) at or prior to the Effective Time of each of the following conditions:
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Teva Pharmaceutical Industries Limited), 5 Agreement and Plan of Merger (Raymond Corp), Agreement and Plan of Merger (Carlton Communications PLC)
Conditions Precedent to Merger. 5.01 Conditions Precedent to Obligations of ParentSECTION 5.1. CONDITIONS PRECEDENT TO OBLIGATIONS OF PARENT, Sub and the CompanySUB AND THE COMPANY. The respective obligations of Parent and Sub, on the one hand, and the Company, on the other hand, to effect the Merger are subject to the satisfaction or waiver (subject to applicable law) at or prior to the Effective Time of each of the following conditions:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Gilead Sciences Inc), Agreement and Plan of Merger (Warburg Pincus Investors Lp), Agreement and Plan of Merger (Nexstar Pharmaceuticals Inc)
Conditions Precedent to Merger. 5.01 4.01 Conditions Precedent to Obligations of Parent, Sub and the Company. The respective obligations of Parent and Sub, on the one hand, and the Company, on the other hand, to effect the Merger are subject to the satisfaction or waiver (subject to applicable law) at or prior to the Effective Time Closing Date of each of the following conditions:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Essman Alyn V), Agreement and Plan of Merger (Cpi Corp)
Conditions Precedent to Merger. 5.01 Conditions Precedent to Obligations of Parent, Sub Purchaser and the Company. The respective obligations of Parent and SubPurchaser, on the one hand, and the Company, on the other hand, to effect the Merger are subject to the satisfaction or waiver (subject to applicable law) at or prior to the Effective Time of each of the following conditions, any and all of which may be waived in whole or in part by, respectively, the Company, on the one hand, and Parent, on the other hand, to the extent permitted by applicable law:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Travel Services International Inc), Agreement and Plan of Merger (Travel Services International Inc)
Conditions Precedent to Merger. 5.01 5.1 Conditions Precedent to Obligations of Parent, Sub Mergerco and the Company. The respective obligations of Parent and Sub, on the one hand, Mergerco and the Company, on the other hand, Company to effect the Merger are subject to the satisfaction or waiver (subject to applicable law) at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Conditions Precedent to Merger. 5.01 5.1 Conditions Precedent to Obligations of Parent, Sub and the Company. The respective obligations of Parent and Sub, on the one hand, and the Company, on the other hand, to effect the Merger are subject to the satisfaction or waiver (subject to applicable law) at or prior to the Effective Time of each of the following conditions:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Nimbus Cd International Inc)
