Obligations of Merger Sub and the Surviving Corporation. Parent shall take all action necessary to cause Merger Sub and the Surviving Corporation to perform their respective obligations under this Agreement.
Obligations of Merger Sub and the Surviving Corporation. Section 6.12 of the Merger Agreement is hereby deleted in its entirety and replaced by the following:
Obligations of Merger Sub and the Surviving Corporation. Parent shall take all actions 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, and Parent shall take all actions necessary to cause the Surviving Corporation to perform its obligations under Article II, including without limitation by paying the Cash Consideration and other cash payments payable pursuant to Section 2.02 on behalf of Merger Sub or the Surviving Corporation, as applicable, should Merger Sub or the Surviving Corporation fail to make such payments as required by Section 2.02.”
Obligations of Merger Sub and the Surviving Corporation. Xxxxxxxxx shall take all action necessary to cause Merger Sub and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the Transactions, upon the terms and subject to the conditions set forth in this Agreement.
Obligations of Merger Sub and the Surviving Corporation. Until the Effective Time, Parent shall at all times be the direct owner of all of the issued and outstanding shares of capital stock of Merger Sub. Parent shall take all action necessary to cause Merger Sub and, after the Effective Time, the Surviving Corporation to perform its obligations under this Agreement and to consummate the Merger on the terms and conditions set forth in this Agreement. Promptly following the execution of this Agreement, Parent shall execute and deliver a written consent as sole stockholder of Merger Sub adopting this Agreement in accordance with the DGCL and provide a copy of such written consent to the Company, and thereafter neither Parent nor any of its Subsidiaries shall amend, modify or withdraw such consent.
Obligations of Merger Sub and the Surviving Corporation. Sodium shall take all action necessary to cause Merger Sub and the Surviving Corporation to perform their respective obligations under this Agreement.
Obligations of Merger Sub and the Surviving Corporation. Cyclone shall take all action necessary to cause each of Merger Sub and the Surviving Corporation to perform their respective obligations under this Agreement and to cause Merger Sub to consummate the Transactions, including the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Obligations of Merger Sub and the Surviving Corporation. Parent shall take all action necessary to cause Merger Sub, the Surviving Corporation and, following the Board Appointment Time, the Company, to perform their respective obligations under this Agreement. Immediately following the execution of this Agreement, Parent shall cause its subsidiary which owns all of the outstanding shares of Merger Sub to execute and deliver, in its capacity as the sole stockholder of Merger Sub, a written consent approving and adopting this Agreement.
Obligations of Merger Sub and the Surviving Corporation. Subject to Section 5.17 of the Parent Disclosure Schedule, Parent shall take all actions necessary to cause Merger Sub and the Surviving Corporation to perform their respective obligations under this Agreement.
Obligations of Merger Sub and the Surviving Corporation. Parent shall take all action necessary to cause Merger Sub and Guarantor and, at and following the Closing, the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the Transactions, including the Merger, upon the terms and subject to the conditions set forth in this Agreement. For the avoidance of doubt, each of Parent and Merger Sub will be jointly and severally liable for any violation of this Agreement by either Parent or Merger Sub (or, following the Closing, the Surviving Corporation) or any other failure by Parent or Merger Sub (or, following the Closing, the Surviving Corporation) to perform and discharge any of their respective covenants, agreements and obligations under this Agreement. A breach of this Section 6.6 by Guarantor shall be deemed to be a breach of this Section 6.6
