Common use of Termination of Offer Clause in Contracts

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.1, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal Requirements, all tendered Shares to the registered holders thereof.

Appears in 12 contracts

Samples: Merger Agreement (Antares Pharma, Inc.), Merger Agreement (Antares Pharma, Inc.), Merger Agreement (Halozyme Therapeutics, Inc.)

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Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.19.1, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 twenty-four (24) hours of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall (and Parent shall cause Purchaser to) promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal RequirementsLaws, all tendered Shares to the registered holders thereof.

Appears in 8 contracts

Samples: Merger Agreement (Oyster Point Pharma, Inc.), Merger Agreement (Flexion Therapeutics Inc), Merger Agreement (Adamas Pharmaceuticals Inc)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.1, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours two (2) business days of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal Requirements, all tendered Shares to the registered holders thereof.

Appears in 5 contracts

Samples: Merger Agreement, Merger Agreement (Sientra, Inc.), Agreement and Plan of Merger (Ambit Biosciences Corp)

Termination of Offer. In the event that this Agreement is validly terminated pursuant to Section 8.17.01, Purchaser shall (shall, and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours of such termination)immediately, irrevocably and unconditionally terminate the Offer and shall not acquire any Company Shares pursuant to the Offer. If the Offer is terminated or withdrawn by PurchaserPurchaser in accordance with the terms hereof, Purchaser shall promptly immediately return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal RequirementsLaws, all tendered Company Shares to the registered holders thereof.

Appears in 2 contracts

Samples: Merger Agreement (Roche Holding LTD), Merger Agreement (Ignyta, Inc.)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.1the terms of this Agreement, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours one business day of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal RequirementsLaws, all tendered Shares to the registered holders thereof.

Appears in 2 contracts

Samples: Merger Agreement (RayzeBio, Inc.), Agreement and Plan of Merger (Turning Point Therapeutics, Inc.)

Termination of Offer. Except in connection with a valid termination of this Agreement pursuant to Section 8, Purchaser shall not terminate or withdraw the Offer without the prior written consent of the Company. In the event that this Agreement is terminated pursuant to Section 8.18, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 twenty-four (24) hours of such terminationtermination (or the next Business Day if terminated on a non-Business Day)), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal Requirements, all tendered Shares to the registered holders thereof.

Appears in 2 contracts

Samples: Merger Agreement (J2 Global, Inc.), Merger Agreement (Everyday Health, Inc.)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.1, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 twenty-four (24) hours of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal Requirements, all tendered Shares to the registered holders thereof.

Appears in 2 contracts

Samples: Merger Agreement (Sequenom Inc), Merger Agreement (Auspex Pharmaceuticals, Inc.)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.1the terms of this Agreement, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours two Business Days of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal RequirementsLaw, all tendered Shares to the registered holders thereof.

Appears in 2 contracts

Samples: Merger Agreement (Cott Corp /Cn/), Merger Agreement (Primo Water Corp)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.1the terms of this Agreement, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours two (2) business days of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal RequirementsLaw, all tendered Shares to the registered holders thereof.

Appears in 2 contracts

Samples: Merger Agreement (Ikanos Communications, Inc.), Merger Agreement (Ikanos Communications, Inc.)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.19.1, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal RequirementsLaws, all tendered Shares to the registered holders thereof.

Appears in 1 contract

Samples: Merger Agreement (Dova Pharmaceuticals Inc.)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.1the terms of this Agreement, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 twenty-four (24) hours of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal Requirements, all tendered Shares to the registered holders thereof.

Appears in 1 contract

Samples: Merger Agreement (Volcano Corp)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.19.1, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 twenty-four (24) hours of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal RequirementsLaws, all tendered Shares to the registered holders thereof.

Appears in 1 contract

Samples: Merger Agreement (Five Prime Therapeutics, Inc.)

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Termination of Offer. In the event that If this Agreement is validly terminated pursuant to Section 8.18, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours of such termination)immediately, irrevocably and unconditionally terminate the Offer Offer, and Purchaser shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly immediately return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal Requirements, all tendered Shares to the registered holders thereofof such Shares.

Appears in 1 contract

Samples: Merger Agreement (Smart & Final Stores, Inc.)

Termination of Offer. In the event that this Agreement is validly terminated pursuant to Section 8.1the terms of this Agreement, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours one business day of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal Requirements, all tendered Shares to the registered holders thereof.

Appears in 1 contract

Samples: Merger Agreement (Longboard Pharmaceuticals, Inc.)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.1, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours one business day of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal Requirements, all tendered Shares to the registered holders thereof.

Appears in 1 contract

Samples: Merger Agreement (F-Star Therapeutics, Inc.)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.1the terms of this Agreement, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours one business day of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal Requirements, all tendered Shares to the registered holders thereof.

Appears in 1 contract

Samples: Merger Agreement (CinCor Pharma, Inc.)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.1the terms of this Agreement, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours one (1) Business Day of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Company Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal RequirementsLaws, all tendered Company Shares to the registered holders thereof.

Appears in 1 contract

Samples: Merger Agreement (Viela Bio, Inc.)

Termination of Offer. In the event that this Agreement is terminated pursuant to Section 8.1, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours two (2) business days of such termination), irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by Purchaser, Purchaser shall promptly return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal Requirements, all tendered Shares to the registered holders thereof.Purchaser

Appears in 1 contract

Samples: Merger Agreement (Miramar Labs, Inc.)

Termination of Offer. In the event that this Agreement is validly terminated pursuant to Section 8.18, Purchaser shall (and Parent shall cause Purchaser to) promptly (and, in any event, within 24 hours of such termination)immediately, irrevocably and unconditionally terminate the Offer and shall not acquire any Shares pursuant to the Offer. If the Offer is terminated or withdrawn by PurchaserPurchaser in accordance with the terms of this Agreement, Purchaser shall promptly immediately return, and shall cause any depository acting on behalf of Purchaser to return, in accordance with applicable Legal Requirements, all tendered Shares to the registered holders thereof.

Appears in 1 contract

Samples: Merger Agreement (Pfizer Inc)

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