Common use of Conditions to Obligation of Each Party to Effect the Merger Clause in Contracts

Conditions to Obligation of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions: (a) No order, injunction or decree issued by any Governmental Body of competent jurisdiction preventing the consummation of the Merger will be in effect. No statute, rule, regulation, order, injunction, or decree will have been enacted, entered, promulgated, or enforced (and still be in effect) by any Governmental Body that prohibits or makes illegal the consummation of the Merger. (b) Purchaser will have irrevocably accepted for purchase the Shares validly tendered (and not validly withdrawn) pursuant to the Offer.

Appears in 3 contracts

Samples: Merger Agreement (Sigilon Therapeutics, Inc.), Merger Agreement (Prevail Therapeutics Inc.), Merger Agreement (Akouos, Inc.)

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Conditions to Obligation of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger are subject to the satisfaction or, to the extent permitted by applicable Law, waiver at or prior to the Effective Time of each of the following conditions: (a) No order, injunction or decree issued by any Governmental Body of competent jurisdiction preventing the consummation of the Merger will be in effect. No statute, rule, regulationLaw, order, injunction, or decree will have been issued, enacted, entered, promulgated, or enforced (and still be in effect) by any Governmental Body of competent jurisdiction and is in effect that prohibits prohibits, enjoins, restricts, prevents or makes illegal the consummation of the MergerContemplated Transactions. (b) Purchaser The Company will have irrevocably accepted for purchase received the Shares validly tendered (and not validly withdrawn) pursuant to Requisite Stockholder Approval at the OfferCompany Stockholder Meeting.

Appears in 3 contracts

Samples: Merger Agreement (Vapotherm Inc), Merger Agreement (Vapotherm Inc), Merger Agreement (Army Joseph)

Conditions to Obligation of Each Party to Effect the Merger. The respective obligations of each party Party to effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions: (a) No order, injunction injunction, or decree issued by any Governmental Body Entity of competent jurisdiction preventing or prohibiting the consummation of the Merger will shall be in effect. No statute, rule, regulation, order, injunction, injunction or decree will shall have been enacted, entered, promulgated, promulgated or enforced (and still be in effect) by any Governmental Body Entity that prohibits or makes illegal the consummation of the Merger. (b) Purchaser will have has irrevocably accepted for purchase the Shares validly tendered (and not validly withdrawn) pursuant to the Offer.

Appears in 2 contracts

Samples: Merger Agreement (TESARO, Inc.), Merger Agreement (TESARO, Inc.)

Conditions to Obligation of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger are subject to the satisfaction (or, to the extent permitted by applicable Law, waiver by all parties) at or prior to the Effective Time of each of the following conditions: (a) No order, injunction or decree issued by any court or other Governmental Body of competent jurisdiction preventing the consummation of the Merger will be in effect. No Body, and no statute, rule, regulation, order, injunction, or decree will have been enacted, entered, promulgated, or enforced (and still continue to be in effect) by any Governmental Body that prohibits prohibits, enjoins, restricts, prevents or makes illegal the consummation of the MergerContemplated Transactions. (b) Purchaser will have irrevocably accepted for purchase the Shares validly tendered (and not validly withdrawn) pursuant to the Offer.

Appears in 1 contract

Samples: Merger Agreement (Radius Health, Inc.)

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Conditions to Obligation of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger are subject to the satisfaction or, to the extent permitted by applicable Law, waiver at or prior to the Effective Time of each of the following conditions: (a) No order, injunction or decree issued by any Governmental Body of competent jurisdiction preventing the consummation of the Merger will be in effect. No statute, rule, regulationLaw, order, injunction, directive, decision or decree will have been enacted, entered, issued, promulgated, agreed to by the parties prior to the consummation of the Offer, or enforced (and still be in effect) by any Governmental Body that prohibits or makes illegal the consummation of the Merger. (b) Purchaser will shall have irrevocably accepted for purchase the Shares validly tendered (and not validly withdrawn) pursuant to the Offer.

Appears in 1 contract

Samples: Merger Agreement (Acceleron Pharma Inc)

Conditions to Obligation of Each Party to Effect the Merger. The respective obligations of each party to effect the Merger are subject to the satisfaction at or prior to the Effective Time of each of the following conditions: (a) No order, injunction or decree issued by any Governmental Body of competent jurisdiction preventing the consummation of the Merger will be is in effect. No statute, rule, regulation, order, injunction, injunction or decree will have has been enacted, entered, promulgated, promulgated or enforced (and still continues to be in effect) by any Governmental Body that prohibits or makes illegal the consummation of the Merger. (b) Purchaser will have has irrevocably accepted for purchase the Shares validly tendered (and not validly withdrawn) pursuant to the Offer.

Appears in 1 contract

Samples: Merger Agreement (G1 Therapeutics, Inc.)

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