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, and Parent shall cause the Surviving Corporation to make the payments required under this Section 2.03 as promptly as practicable after the Effective Time. Parent shall cause the Surviving Corporation to pay the applicable Option Payments, RSU Payments, Performance Award Payments and DSU Payments, if any, to the holders of Company Options, RSU Awards, Performance Awards and DSU Awards, subject to Section 2.04.

Appears in 2 contracts

Samples: Merger Agreement (Midamerican Energy Holdings Co /New/), Merger Agreement (Nv Energy, 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 as promptly as practicable within three Business Days 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 DSU RSU Payments, if any, to the holders of Company OptionsOptions and RSUs, RSU Awards, Performance Awards and DSU Awardsin each case, subject to Section 2.042.05.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (West Marine 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 as promptly as practicable after the Effective Time. Parent shall cause the Surviving Corporation to pay the applicable Restricted Stock Payments, Option Payments, RSU SAR Payments, Performance Award RSU Payments and DSU PaymentsWarrant Payment, if any, to the holders of Shares of Restricted Stock, Company Options, RSU AwardsCompany SARs, Performance Awards RSUs and DSU Awardsthe Warrant, in each case, subject to Section 2.042.05.

Appears in 1 contract

Samples: Merger Agreement (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 2.032.03(a) and Section 2.03(d), and if any. Parent shall cause the Surviving Corporation to make the payments required under this Section 2.03 pay, as promptly as practicable after the Effective Time. Parent shall cause the Surviving Corporation to pay , the applicable Option Payments, RSU Payments, Performance Award Payments and DSU RSU Payments, if any, to the holders of Company OptionsNon-Employee Options described in Section 2.03(a) and the holders of RSUs described in Section 2.03(d), RSU Awards, Performance Awards and DSU Awardsin each case, subject to Section 2.042.05.

Appears in 1 contract

Samples: Merger Agreement (Diplomat Pharmacy, 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, and Parent shall cause the Surviving Corporation to make the payments required under this Section 2.03 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 DSU Payments, if any, to the holders of Company Options, RSU Awards, Performance Awards and DSU AwardsRSUs, subject to Section 2.042.05.

Appears in 1 contract

Samples: Merger Agreement (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 2.03, and Parent shall cause the Surviving Corporation to make the payments required under this Section 2.03 as promptly as practicable 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 Performance Award Payments and DSU Payments, if any, to the holders of Company Options, RSU RSUs, DSUs and Performance Awards, Performance Awards and DSU Awardsin each case, subject to Section 2.042.05.

Appears in 1 contract

Samples: Merger Agreement (Beam Inc)

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