Common use of Merger Sub and Surviving Corporation Compliance Clause in Contracts

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with all of its respective obligations under this Agreement and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement.

Appears in 26 contracts

Samples: Merger Agreement (Morphic Holding, Inc.), Merger Agreement (TSR Inc), Merger Agreement (Alpine Immune Sciences, Inc.)

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Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with perform all of its respective agreements, covenants and obligations under this Agreement and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement.

Appears in 8 contracts

Samples: Merger Agreement, Merger Agreement (Nabors Industries LTD), Merger Agreement (Superior Well Services, INC)

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with perform all of its respective agreements, covenants and obligations under this Agreement and prior to the Offer Closing Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement.

Appears in 4 contracts

Samples: Merger Agreement (Glaxosmithkline PLC), Merger Agreement (Todd Shipyards Corp), Merger Agreement (Applied Signal Technology Inc)

Merger Sub and Surviving Corporation Compliance. Parent shall cause US Parent, and US Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with all of its respective obligations under this Agreement Agreement, and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Transcanada Corp), Merger Agreement (Columbia Pipeline Group, Inc.)

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or and the Surviving Corporation, as applicable, Corporation to comply with all of its respective obligations under this Agreement Agreement, and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Sparton Corp), Merger Agreement (Sparton Corp)

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with all of its respective obligations under this Agreement Agreement, and Merger Sub shall not engage in any material activities of any nature except in connection with the Transactions and as provided in or contemplated by this AgreementAgreement (or ancillary hereto).

Appears in 2 contracts

Samples: Merger Agreement (Triple-S Management Corp), Merger Agreement (Endocyte Inc)

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with all of its respective obligations under this Agreement Agreement, and Merger Sub shall not engage in any material activities of any nature except in connection with the Transactions and as provided in or contemplated by this AgreementAgreement (or any ancillary document hereto).

Appears in 2 contracts

Samples: Merger Agreement (PPD, Inc.), Merger Agreement (Thermo Fisher Scientific Inc.)

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or (after the Effective Time) the Surviving Corporation, as applicable, to comply with all of its respective obligations under this Agreement Agreement, and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement. Immediately following the execution and delivery of this Agreement, Parent, in its capacity as the sole stockholder of Merger Sub, will adopt this Agreement by written consent in accordance with the DGCL.

Appears in 2 contracts

Samples: Merger Agreement (Stryker Corp), Merger Agreement (Vocera Communications, Inc.)

Merger Sub and Surviving Corporation Compliance. Parent shall take all actions necessary to (a) cause Merger Sub or the Surviving Corporation, as applicable, to comply with all of perform its respective obligations under this Agreement and to consummate the Merger on the terms and conditions set forth in this Agreement, and (b) ensure that, prior to the Effective Time, Merger Sub shall not engage in conduct any activities of business or make any nature except investments or incur or guarantee any Indebtedness other than as provided in or specifically contemplated by this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Electronic Arts Inc.), Merger Agreement (Glu Mobile Inc)

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with all of its respective obligations under this Agreement and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this AgreementAgreement (or ancillary thereto or in furtherance thereof).

Appears in 1 contract

Samples: Merger Agreement (Sapient Corp)

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with perform all of its respective agreements, covenants and obligations under this Agreement and and, prior to the Effective Time, Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Novamed Inc)

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Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with all of its respective obligations under this Agreement Agreement, and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Marlin Business Services Corp)

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with all of its respective obligations under this Agreement Agreement, and prior to the Effective Time, Merger Sub shall not engage in any activities of any nature except as provided in or in furtherance of, or contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Scana Corp)

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with all of its their respective obligations under this Agreement Agreement, and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (VirtualScopics, Inc.)

Merger Sub and Surviving Corporation Compliance. (a) Parent shall cause Merger Sub or the Surviving Corporation, as applicable, to comply with all of its respective obligations under this Agreement Agreement, and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement. (b) Immediately following the execution of this Agreement, Parent, as sole stockholder of Merger Sub, shall adopt this Agreement.

Appears in 1 contract

Samples: Merger Agreement (DreamWorks Animation SKG, Inc.)

Merger Sub and Surviving Corporation Compliance. Parent shall cause each of Merger Sub or and the Surviving Corporation, as applicablethe case may be, to comply with all of its respective obligations under this Agreement Agreement, and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Columbus McKinnon Corp)

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or and, after the Effective Time, Surviving Corporation, as applicable, Corporation to comply with all of its respective Merger Sub's and Surviving Corporation's obligations under this Agreement and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by relating to this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Elekta AB)

Merger Sub and Surviving Corporation Compliance. Parent shall cause Merger Sub or and, after the Effective Time, Surviving Corporation, as applicable, Corporation to comply with all of its respective Merger Sub’s and Surviving Corporation’s obligations under this Agreement and Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by relating to this Agreement.

Appears in 1 contract

Samples: Merger Agreement (Impac Medical Systems Inc)

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