Covenants of Merger Sub Sample Clauses

Covenants of Merger Sub. SECTION 6.1 Indemnification. . . . . . . . . . . . . . . . . . . . . .30 6.2
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Covenants of Merger Sub. Merger Sub agrees that prior to the Effective Time:
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Covenants of Merger Sub. Parent will take all action necessary to cause Merger Sub and the Surviving Corporation to perform their respective covenants pursuant to this Agreement and to consummate the Merger upon the terms and subject to the conditions set forth in this Agreement. Parent and Merger Sub will be jointly and severally liable for the failure by either of them to perform and discharge any of their respective covenants, agreements and obligations pursuant to this Agreement.
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Covenants of Merger Sub. Merger Sub covenants and agrees with HEI and HEA that, at all times from and after the date hereof until the Closing, it shall comply, and to the extent applicable after the Closing shall cause the Company, ChipPAC Korea, ChipPAC Shanghai and their respective Affiliates to comply, with the covenants applicable to or made by them in this Article VI, except to the extent HEI and HEA may otherwise consent in writing.
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Covenants of Merger Sub. 28 4.3. Regulatory Compliance; Advice of Changes; Government Filings........... 29 4.4.
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Covenants of Merger Sub. During the period from the date of this Agreement and continuing until the Effective Time (except as expressly contemplated or permitted by this Agreement or to the extent that CCI shall otherwise consent in writing):
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Covenants of Merger Sub. Merger Sub covenants and agrees that it will, on or before the Effective Date of the Merger: (a) qualify to do business as a foreign corporation in the State of California and in connection therewith appoint an agent for service of process as required under the provisions of Section 2105 of the CGCL; (b) file the Certificate of Merger with the Secretary of State of the State of Delaware; (c) file this Agreement, together with the Certificate of Ownership, or the Certificate of Merger, with the Secretary of State of the State of California; and (d) take such other actions as may be required by the CGCL.
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Covenants of Merger Sub. 48 Section 6.1 Regulatory and Other Approvals.............................. 48 Section 6.2 Fulfillment of Conditions................................... 48 Section 6.3
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Covenants of Merger Sub. Merger Sub agrees that:
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Related to Covenants of Merger Sub

  • Operations of Merger Sub Merger Sub is a direct, wholly owned subsidiary of Parent, was formed solely for the purpose of engaging in the transactions contemplated by this Agreement, has engaged in no other business activities and has conducted its operations only as contemplated by this Agreement.

  • REPRESENTATIONS AND WARRANTIES OF MERGER SUB Merger Sub represents and warrants to the Company as follows:

  • Interim Operations of Merger Sub Merger Sub was formed solely for the purpose of engaging in the transactions contemplated by this Agreement, has engaged in no other business activities and has conducted its operations only as contemplated by this Agreement.

  • Capitalization of Merger Sub The authorized capital stock of Merger Sub consists solely of 1,000 shares of common stock, par value $0.01 per share, all of which are validly issued and outstanding. All of the issued and outstanding capital stock of Merger Sub is, and at the Effective Time will be, owned by Parent or a direct or indirect wholly-owned Subsidiary of Parent. Merger Sub has not conducted any business prior to the date hereof and has no, and prior to the Effective Time will have no, assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement and the Merger and the other transactions contemplated by this Agreement.

  • Merger of Merger Sub into the Company Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time (as defined in Section 1.3), Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the "Surviving Corporation").

  • Obligations of Merger Sub Parent shall take all action necessary to cause Merger Sub to perform its obligations under this Agreement and to consummate the Merger on the terms and subject to the conditions set forth in this Agreement.

  • Covenants of Parent Parent agrees that:

  • COVENANTS OF PARENT AND THE COMPANY The parties hereto agree that:

  • Conditions of Merger 14 SECTION 5.1 Conditions to Obligation of Each Party to Effect the Merger 14 SECTION 5.2 Additional Conditions to Obligation of Parent and Purchaser to Effect the Merger ..................................... 15 SECTION 5.3 Additional Conditions to Obligation of the Company to Effect the Merger ............................................... 16 ARTICLE VI

  • Ownership and Operations of Merger Sub Parent owns beneficially and of record all of the outstanding capital stock of Merger Sub. Merger Sub was formed solely for the purpose of engaging in the Transactions, has engaged in no other business activities and has conducted its operations only as contemplated hereby.

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