Common use of Sufficiency of Funds Clause in Contracts

Sufficiency of Funds. As of the Effective Time, Parent and Merger Sub will have available to them cash and other sources of immediately available funds sufficient to pay the aggregate Merger Consideration and all other cash amounts payable pursuant to this Agreement. Parent and Merger Sub expressly acknowledge and agree that their obligations under this Agreement, including their obligations to consummate the Merger or any of the other transactions contemplated by this Agreement, are not subject to, or conditioned on, the receipt or availability of any funds or financing.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Irobot Corp), Agreement and Plan of Merger, Agreement and Plan of Merger (Keyw Holding Corp)

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Sufficiency of Funds. As Parent will have as of the Effective Time, Parent and will cause Merger Sub will to have as of the Effective Time, available to them cash, cash equivalents and other sources of immediately available funds sufficient to pay the aggregate Aggregate Merger Consideration and all other cash amounts payable in connection with the Closing pursuant to this Agreement. Parent and Merger Sub expressly acknowledge and agree that their obligations under this Agreement, including their obligations to consummate the Merger or any of the other transactions contemplated by this Agreement, are not subject to, or conditioned on, In no event shall the receipt or availability of any funds or financingfinancing by or to Parent, Merger Sub or any of their respective Affiliates or any other financing transaction be a condition to any of the obligations of Parent or Merger Sub hereunder.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (DSP Group Inc /De/), Agreement and Plan of Merger (DSP Group Inc /De/), Agreement and Plan of Merger (SYNAPTICS Inc)

Sufficiency of Funds. As of the Effective Time, Parent and Merger Sub will have available to them cash and other sources of immediately available sufficient funds sufficient to pay the aggregate Per Share Merger Consideration and all other cash amounts payable pursuant to this Agreement. Parent and Merger Sub expressly acknowledge and agree that their obligations under this Agreement, including their obligations to consummate the Merger or any of the other transactions contemplated by this AgreementMerger, are not subject to, or conditioned on, the receipt or availability of any funds or financing.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (JMP Group LLC), Agreement and Plan of Merger (JMP Group LLC)

Sufficiency of Funds. As of the Effective Time, Parent and Merger Sub will have available to them cash and other sources of immediately available funds sufficient to pay the aggregate Merger Cash Consideration and all other cash amounts payable pursuant to this Agreement. Parent and Merger Sub expressly acknowledge and agree that their obligations under this Agreement, including their obligations to consummate the Merger or any of the other transactions contemplated by this AgreementContemplated Transactions, are not subject to, or conditioned on, the receipt or availability of any funds or financing.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Brookfield Asset Management Inc.), Agreement and Plan of Merger (Oaktree Capital Group, LLC)

Sufficiency of Funds. As of the Effective Time, Parent and Merger Sub will have as of the Effective Time available to them cash and other sources of immediately available funds sufficient to pay the aggregate Merger Consideration and all other cash amounts payable in connection with the Closing pursuant to this Agreement. Parent and Merger Sub expressly acknowledge and agree that their obligations under this Agreement, including their obligations to consummate the Merger or any of the other transactions contemplated by this Agreement, Contemplated Transactions are not subject to, or conditioned on, the receipt or availability of any funds or financing.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Primoris Services Corp), Agreement and Plan of Merger (Willbros Group, Inc.\NEW\)

Sufficiency of Funds. As Parent and Acquisition Sub have, or as of the Effective TimeTime will have, Parent and Merger Sub will have available to them cash and other sources of immediately available sufficient funds sufficient to pay the aggregate Merger Consideration and all other cash amounts payable pursuant to this Agreement. Parent and Merger Acquisition Sub expressly acknowledge and agree that their obligations under this Agreementhereunder, including their obligations to consummate the Merger or any of Offer and the other transactions contemplated by this AgreementMerger, are not subject to, or conditioned on, the receipt or availability of any funds or financing.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Athlon Energy Inc.), Agreement and Plan of Merger (Encana Corp)

Sufficiency of Funds. As of the Effective Time, Parent and Merger Sub have, or as of the Effective Time will have have, available to them cash and other sources of immediately available sufficient funds sufficient to pay the aggregate Merger Consideration and all other cash amounts payable pursuant to this Agreement. Parent and Merger Sub expressly acknowledge and agree that their obligations under this Agreement, including their obligations to consummate the Merger or any of the other transactions contemplated by this Agreement, hereunder are not subject to, or conditioned on, the receipt or availability of any funds or financing.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Noble Energy Inc), Agreement and Plan of Merger (Clayton Williams Energy Inc /De)

Sufficiency of Funds. As of the Effective Time, Parent and Merger Sub have, and as of the Effective Time will have have, available to them cash and other sources of immediately available sufficient funds sufficient to pay the aggregate Merger Consideration and all other cash amounts payable pursuant to this Agreement. Parent and Merger Sub expressly acknowledge and agree that their obligations under this Agreementhereunder, including their obligations to consummate the Merger or any of the other transactions contemplated by this AgreementMerger, are not subject to, or conditioned on, the receipt or availability of any funds or financing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (VTTI Energy Partners LP)

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Sufficiency of Funds. As Parent and Acquisition Sub have, or as of the Effective TimeTime will have, Parent and Merger Sub will have available to them cash and other sources of immediately available sufficient funds sufficient to pay the aggregate Merger Consideration, Option Consideration and all other cash amounts payable pursuant to this Agreement. Parent and Merger Acquisition Sub expressly acknowledge and agree that their obligations under this Agreementhereunder, including their obligations to consummate the Merger or any of Offer and the other transactions contemplated by this AgreementMerger, are not subject to, or conditioned on, the receipt or availability of any funds or financing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Priceline Group Inc.)

Sufficiency of Funds. As Parent and Merger Sub have, and will have as of the Effective Time, Parent and Merger Sub will have available to them cash and other sources of immediately available funds sufficient to pay the aggregate Merger Consideration and all other cash amounts payable in connection with the Closing pursuant to this Agreement. Parent and Merger Sub expressly acknowledge and agree that their obligations under this Agreement, including their obligations to consummate the Merger or and any of the other transactions contemplated by this Agreement, are not subject to, or conditioned on, the receipt or availability of any funds or financing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Craft Brew Alliance, Inc.)

Sufficiency of Funds. As The obligations of the Effective Time, Parent and Merger Sub under this Agreement are not contingent on the availability of financing. Parent has and will have sufficient cash, available to them cash and lines of credit, or other sources of immediately available funds sufficient to enable it to pay the aggregate Merger Consideration Purchase Price and all other cash amounts payable pursuant to this Agreement. the fees and expenses of Parent and Merger Sub expressly acknowledge and agree that their obligations under this Agreement, including their obligations related to consummate the Merger or any of the other transactions contemplated by this Agreement, are not subject to, or conditioned on, the receipt or availability of any funds or financingTransactions in full at Closing.

Appears in 1 contract

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

Sufficiency of Funds. As of the Effective Time, Parent and Merger Sub will have as of the Effective Time available to them cash and other sources of immediately available funds sufficient to pay the aggregate Merger Consideration and all other cash amounts payable in connection with the Closing pursuant to this Agreement. Parent and Merger Sub expressly acknowledge and agree that their obligations under this Agreement, including their obligations to consummate the Merger or any of the other transactions contemplated by this Agreement, are not subject to, or conditioned on, the receipt or availability of any funds or financing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (General Cable Corp /De/)

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