Funds. Without limiting the generality of Section 9.11, Parent shall cause to be provided to Purchaser, on a timely basis, all of the funds necessary to purchase all Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (CymaBay Therapeutics, Inc.), Agreement and Plan of Merger (Immunomedics Inc), Agreement and Plan of Merger (Forty Seven, Inc.)
Funds. Without limiting the generality of Section 9.11, Parent shall cause to be provided to Purchaser, on a timely basis, all of the funds necessary to purchase all Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement. Parent and Purchaser shall, and each of Parent and Purchaser shall ensure that all of their respective Affiliates shall, tender any Shares held by them into the Offer.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Intercept Pharmaceuticals, Inc.), Agreement and Plan of Merger (Array Biopharma Inc), Agreement and Plan of Merger (Allergan PLC)
Funds. Without limiting the generality of Section 9.119.10, Parent shall cause to be provided to Purchaser, on a timely basis, Purchaser all of the funds necessary to purchase all any Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement. Parent and Purchaser shall, and each of Parent and Purchaser shall ensure that all of their respective Affiliates shall, tender any Shares held by them into the Offer.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (J2 Global, Inc.), Agreement and Plan of Merger (Everyday Health, Inc.), Agreement and Plan of Merger (Volcano Corp)
Funds. Without limiting the generality of Section 9.119.10 and subject to Section 8, Parent shall cause to be provided to Purchaser, on a timely basis, Purchaser all of the funds necessary to purchase all any Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement. Parent and Purchaser shall, and each of Parent and Purchaser shall ensure that all of their respective Affiliates shall, tender any Shares held by them into the Offer.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Trius Therapeutics Inc), Agreement and Plan of Merger (Cubist Pharmaceuticals Inc)
Funds. Without limiting the generality of Section 9.11, Parent shall cause to be provided to Purchaser, on a timely basis, all of the funds necessary to purchase all Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, and Purchaser shall perform, on a timely basis, all of Purchaser’s obligations under this Agreement. Parent and Purchaser shall, and each of Parent and Purchaser shall ensure that all of their respective Affiliates shall, tender any Shares held by them into the Offer.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cti Biopharma Corp), Agreement and Plan of Merger (Cti Biopharma Corp)
Funds. Without limiting the generality of Section 9.119.10, Parent shall cause to be provided to Purchaser, on a timely basisbasis (and in any event prior to the Offer Acceptance Time), all of the funds necessary to purchase all Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement. Parent and Purchaser shall, and each of Parent and Purchaser shall ensure that all of their respective controlled Affiliates shall, tender any Shares held by them into the Offer.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Decibel Therapeutics, Inc.), Agreement and Plan of Merger (Checkmate Pharmaceuticals, Inc.)
Funds. Without limiting the generality of Subject to Section 9.118.3, Parent shall cause to be provided to Purchaser, on a timely basis, Purchaser all of the funds necessary to purchase all the Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement. Parent and Purchaser shall, and each of Parent and Purchaser shall ensure that all of their respective controlled Affiliates shall, tender any Shares held by them into the Offer.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sientra, Inc.), Agreement and Plan of Merger (Miramar Labs, Inc.)
Funds. Without limiting the generality of Section Section 9.11, Parent shall cause to be provided to Purchaser, on a timely basis, all of the funds necessary to purchase all Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gilead Sciences, Inc.), Agreement and Plan of Merger (Gilead Sciences Inc)
Funds. Without limiting the generality of Section 9.11, Parent shall cause to be provided to Purchaser, on a timely basis, all of the funds necessary to purchase all Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s its obligations under this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (AlerisLife Inc.), Agreement and Plan of Merger (Akcea Therapeutics, Inc.)
Funds. Without limiting the generality of Section 9.119.10 and subject to Section 8.3, Parent shall cause to be provided to Purchaser, on a timely basis, Purchaser all of the funds necessary to purchase all any Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement. Parent and Purchaser shall, and each of Parent and Purchaser shall ensure that all of their respective Affiliates shall, tender any Shares held by them into the Offer.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ambit Biosciences Corp)
Funds. Without limiting the generality of Section 9.119.10, Parent shall cause to be provided to Purchaser, on a timely basis, Purchaser all of the funds necessary to purchase all any Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement. Parent and Purchaser shall, and each of Parent and Purchaser shall ensure that all of their respective controlled Affiliates shall, tender any Shares held by them into the Offer.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Auspex Pharmaceuticals, Inc.)
Funds. Without limiting the generality of Section 9.11, Parent shall cause to be provided to Purchaser, on a timely basis, all of the funds necessary to purchase all Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and Purchaser shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement. Parent and Purchaser shall, and each of Parent and Purchaser shall ensure that all of their respective Affiliates shall, tender any Shares held by them into the Offer.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dicerna Pharmaceuticals Inc)
Funds. Without limiting the generality of Section 9.118.16, Parent shall cause to be provided to Purchaser, on a timely basis, all of the funds necessary to purchase all Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement. Parent and Purchaser shall, and each of Parent and Purchaser shall ensure that all of their respective Affiliates shall, tender any Shares held by them into the Offer.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ocera Therapeutics, Inc.)
Funds. Without limiting the generality of Section 9.119.12, Parent shall cause to be provided to Purchaser, on a timely basis, all of the funds necessary to purchase all Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ultragenyx Pharmaceutical Inc.)
Funds. Without limiting the generality of Section 9.119.10, Parent shall cause to be provided to Purchaser, on a timely basis, Purchaser all of the funds necessary to purchase all any Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement.
Appears in 1 contract
Funds. Without limiting the generality of Section 9.11, Parent shall cause to be provided to Purchaser, on a timely basis, all of the funds necessary to purchase all Shares that Purchaser becomes obligated to purchase pursuant to the Offer, and shall cause Purchaser to perform, on a timely basis, all of Purchaser’s obligations under this Agreement. To the extent reasonably requested by Parent, the Company shall cooperate with Parent and/or Purchaser to make a loan or otherwise provide to Parent or Purchaser available cash of the Company as of the Closing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Stemline Therapeutics Inc)
