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 25 contracts

Samples: Agreement and Plan of Merger (TSR Inc), Agreement and Plan of Merger (Alpine Immune Sciences, Inc.), Agreement and Plan of Merger (NGM Biopharmaceuticals 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 7 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Nabors Industries LTD), Agreement and Plan of Merger (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: Agreement and Plan of Merger (Glaxosmithkline PLC), Agreement and Plan of Merger (Todd Shipyards Corp), Agreement and Plan of Merger (Applied Signal Technology 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 ancillary hereto).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Triple-S Management Corp), Agreement and Plan of Merger (Endocyte 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: Agreement and Plan of Merger (Transcanada Corp), Agreement and Plan of Merger (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: Agreement and Plan of Merger (Sparton Corp), Agreement and Plan of Merger (Sparton Corp)

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: Agreement and Plan of Merger (Stryker Corp), Agreement and Plan of Merger (Stryker Corp)

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: Agreement and Plan of Merger (Electronic Arts Inc.), Agreement and Plan of Merger (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 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: Agreement and Plan of Merger (Thermo Fisher Scientific Inc.), Agreement and Plan of Merger (PPD, 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 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: Agreement and Plan of Merger (Novamed Inc)

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: Tender and Support Agreement (VirtualScopics, Inc.)

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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: Agreement and Plan of Merger (Columbus McKinnon 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 Merger Sub shall not engage in any activities of any nature except as provided in or contemplated by this Agreement.. 66

Appears in 1 contract

Samples: Agreement and Plan of Merger (Terra Industries 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: Agreement and Plan of Merger (Sapient 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 activities of any nature except as provided in or contemplated by this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Marlin Business Services Corp)

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.

Appears in 1 contract

Samples: Agreement and Plan of Merger (DreamWorks Animation SKG, 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 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: Agreement and Plan of Merger (Scana Corp)

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