Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 10 contracts
Samples: Merger Agreement (Johnson & Johnson), Merger Agreement (Cytyc Corp), Merger Agreement (Cougar Biotechnology, Inc.)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon Merger on the terms and subject to the conditions set forth in this Agreement.
Appears in 6 contracts
Samples: Merger Agreement (Microsemi Corp), Merger Agreement (Vitesse Semiconductor Corp), Merger Agreement (Symmetricom Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective its obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon Merger on the terms and subject to the conditions set forth in this Agreement.
Appears in 4 contracts
Samples: Merger Agreement (Intel Corp), Merger Agreement (Imagistics International Inc), Merger Agreement (Oce N V)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 4 contracts
Samples: Merger Agreement (Makemusic, Inc.), Merger Agreement, Merger Agreement (Mgi Pharma Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation Company to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 3 contracts
Samples: Merger Agreement (Tesla, Inc.), Merger Agreement (Maxwell Technologies Inc), Merger Agreement (Salesforce Com Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation Company to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement. For the avoidance of doubt, any violation of the obligations of Purchaser under this Agreement shall also be deemed to be a breach of this Agreement by Parent.
Appears in 3 contracts
Samples: Merger Agreement, Agreement and Plan of Merger (Salesforce Com Inc), Merger Agreement (Tableau Software Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, Merger upon the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (AutoWeb, Inc.), Employment Agreement (AutoWeb, Inc.)
Obligations of Purchaser. Parent shall take all action actions necessary to cause Purchaser and and, following the Surviving Corporation Acceptance Time, the Company, to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, Agreement including the Offer and the MergerOffer, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Tender Offer Agreement, Tender Offer Agreement (Jazz Pharmaceuticals PLC)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective its obligations under this Agreement required to be performed prior to the Closing and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (International Paper Co /New/), Merger Agreement (Temple Inland Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon Merger on the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Peregrine Semiconductor Corp), Merger Agreement (Peregrine Semiconductor Corp)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective its obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon Merger on the terms and subject to the conditions set forth in this Agreement. Parent unconditionally guarantees the full and complete performance by Purchaser or the Surviving Corporation, as applicable, of its respective obligations under this Agreement and shall be jointly and severally liable with Purchaser for any breach of any covenant or obligation of Purchaser or the Surviving Corporation, as applicable, under this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Quest Diagnostics Inc), Merger Agreement (Labone Inc/)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective its obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Annaly Capital Management Inc), Merger Agreement (Hatteras Financial Corp)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the First Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the MergerMergers, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Homeaway Inc), Agreement and Plan of Reorganization (Expedia, Inc.)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, hereby upon the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Merger Agreement (Cypress Semiconductor Corp /De/), Merger Agreement (Ramtron International Corp)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement. The obligations and liability of Parent and Purchaser hereunder shall be joint and several.
Appears in 1 contract
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon Merger on the terms and subject to the conditions set forth in this AgreementAgreement and reaffirms its obligation to consummate the Transactions irrespective and independently of the availability of financing in connection with the Transactions.
Appears in 1 contract
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer Merger and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 1 contract
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer Merger and the MergerTransactions, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Presstek Inc /De/)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and and, after the Effective Time, the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, Contemplated Transactions upon the terms and subject to the conditions set forth in this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Applied Genetic Technologies Corp)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Patient Safety Technologies, Inc)
Obligations of Purchaser. Parent shall take all action reasonably necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Volcom Inc)
