Common use of Parent Funding Clause in Contracts

Parent Funding. At the Effective Time, Parent shall deposit with the Surviving Corporation cash in the amount necessary to make the payments required under this Section 2.03. Parent shall cause the Surviving Corporation to make the payments required under this Section 2.03 within three Business Days after the Effective Time. Parent shall cause the Surviving Corporation to pay through the Payroll Agent the applicable Option Payments and RSU Payments, if any, to the holders of Company Options and RSUs, in each case, subject to Section 2.05.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (West Marine Inc)

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Parent Funding. At the Effective Time, Parent shall deposit with the Surviving Corporation cash in the amount necessary to make the payments required under this Section 2.03. , and Parent shall cause the Surviving Corporation to make the payments required under this Section 2.03 within three Business Days as promptly as practicable after the Effective Time. Parent shall cause the Surviving Corporation to pay through the Payroll Agent the applicable Option Payments, RSU Payments, Performance Award Payments and RSU DSU Payments, if any, to the holders of Company Options Options, RSU Awards, Performance Awards and RSUs, in each caseDSU Awards, subject to Section 2.052.04.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Midamerican Energy Holdings Co /New/), Agreement and Plan of Merger (Nv Energy, Inc.)

Parent Funding. At the Effective Time, Parent shall deposit with the Surviving Corporation cash in the amount necessary to make the payments required under this Section 2.03. , and Parent shall cause the Surviving Corporation to make the payments required under this Section 2.03 within three Business Days as promptly as practicable after the Effective Time. Parent shall cause the Surviving Corporation to pay through the Payroll Agent the applicable Restricted Stock Payments, Option Payments, SAR Payments, RSU Payments and RSU PaymentsWarrant Payment, if any, to the holders of Shares of Restricted Stock, Company Options Options, Company SARs, RSUs and RSUsthe Warrant, in each case, subject to Section 2.05.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Innerworkings Inc)

Parent Funding. At the Effective Time, Parent shall deposit with the Surviving Corporation cash in the amount necessary to make the payments required under this Section 2.03. , and Parent shall cause the Surviving Corporation to make the payments required under this Section 2.03 within three (3) Business Days after the Effective Time. Parent shall cause the Surviving Corporation to pay through the Payroll Agent the applicable Option Payments, RSU Payments, DSU Payments and RSU Performance Award Payments, if any, to the holders of Company Options Options, RSUs, DSUs and RSUsPerformance Awards, in each case, subject to Section 2.05.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Beam Inc)

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Parent Funding. At the Effective Time, to the extent necessary to enable the Surviving Corporation to pay its obligations under this Article II, Parent shall deposit with the Surviving Corporation cash in the amount necessary to make the payments required under this Section 2.03. Parent shall cause the Surviving Corporation to make the payments required under this Section 2.03 within three Business Days after the Effective Time. Parent shall cause the Surviving Corporation to pay through the Payroll Agent the applicable Option RSU Payments and RSU Payments, if any, to the holders of Company Options and RSUs, in each case, subject to Section 2.05.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hansen Medical Inc)

Parent Funding. At the Effective Time, Parent shall deposit with the Surviving Corporation cash in the amount necessary to make the payments required under this Section 2.032.03(a) and Section 2.03(d), if any. Parent shall cause the Surviving Corporation to make the payments required under this Section 2.03 within three Business Days pay, as promptly as practicable after the Effective Time. Parent shall cause the Surviving Corporation to pay through the Payroll Agent , the applicable Option Payments and RSU Payments, if any, to the holders of Company Non-Employee Options described in Section 2.03(a) and RSUsthe holders of RSUs described in Section 2.03(d), in each case, subject to Section 2.05.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Diplomat Pharmacy, Inc.)

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