Common use of Commencement of the Offer Clause in Contracts

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01, as promptly as practicable but in no event later than ten (10) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer.

Appears in 4 contracts

Samples: Tender and Support Agreement (JetPay Corp), Tender and Support Agreement (NCR Corp), Agreement and Plan of Merger (Cdi Corp)

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Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with pursuant to Section 8.019.1 or Section 9.2, as promptly as practicable after the date hereof (but in no event later more than ten twelve (1012) Business Days after the date of this Agreementthereafter), Merger Sub shall, and Parent shall cause Merger Sub to, and Merger Sub shall, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the OfferOffer to purchase all of the shares of Company Common Stock at a price per share equal to the Offer Price (as adjusted as provided in Section 2.1(c), if applicable).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Solutia Inc), Agreement and Plan of Merger (Southwall Technologies Inc /De/)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01, as As promptly as practicable (but in no event later than ten (10) Business Days Days) after the date of this Agreementhereof, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Goldfield Corp), Agreement and Plan of Merger (Goldfield Corp)

Commencement of the Offer. Provided As promptly as practicable (but in no event later than five (5) Business Days) after the date hereof, provided that this Agreement shall not have been terminated in accordance with Section 8.01, as promptly as practicable but in no event later than ten (10) Business Days after the date of this AgreementArticle VIII, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act), the Offer at the Offer Price; provided, however, that Parent and Merger Sub shall not be deemed to be in breach of this Section 1.1(a) if the OfferCompany fails to comply with its obligations under Section 1.2.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Fidelity National Financial, Inc.), Agreement and Plan of Merger (Alexanders J Corp)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01, as promptly as practicable but in no event later than ten seven (107) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Actuate Corp), Agreement and Plan of Merger (Open Text Corp)

Commencement of the Offer. Provided As promptly as practicable (but in no event later than fifteen (15) Business Days) after the date hereof, provided that this Agreement shall not have been terminated in accordance with Section 8.01, as promptly as practicable but in no event later than ten (10) Business Days after the date of this AgreementArticle VIII, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act), the Offer at the Offer Price; provided, however, that Parent and Merger Sub shall not be deemed to be in breach of this Section 1.1(a) if the OfferCompany fails to comply with its obligations under Section 1.2.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Fidelity National Financial, Inc.), Agreement and Plan of Merger (O Charleys Inc)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.018.1, as promptly as practicable but in no event later than ten fifteen (1015) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the OfferOffer to purchase all of the Shares at a price per Share equal to the Per Share Amount in cash, net of applicable withholding taxes and without interest.

Appears in 1 contract

Samples: Agreement and Plan of Merger (CSRA Inc.)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01Article 8, as promptly as practicable but in no event later than ten (10) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the OfferOffer to purchase all of the outstanding Shares at a price per Share equal to the Offer Price in cash, without interest and subject to any required Tax withholding.

Appears in 1 contract

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

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01, as promptly as practicable but in no event later than ten fifteen (1015) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the OfferOffer to purchase any and all of the Shares at a price per Share equal to the Per Share Amount to the holder of the Share in cash, net of applicable withholding taxes and without interest.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bioverativ Inc.)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01, as promptly as practicable (but in no event later than ten (10Business Days) Business Days after the date of this Agreementhereof, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act), the Offer at the Offer Price, provided, however, that Parent and Merger Sub shall not be deemed to be in breach of this Section 1.01(a) if the OfferCompany fails to comply with its obligations under Section 1.02.

Appears in 1 contract

Samples: Agreement and Plan of Merger (King Pharmaceuticals Inc)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01Article IX, and subject to the terms and conditions of this Agreement, as promptly as practicable but in no event later than ten twenty (1020) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Steel Partners Holdings L.P.)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01Article VII, as promptly as practicable but in no event later than ten (10) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC United States Securities and Exchange Commission (the “SEC”) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) the Offer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Annie's, Inc.)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.018.1, as promptly as practicable after the date of this Agreement but in no event later than ten (10) Business Days after business days following the date of this Agreement, Merger Sub shall, shall (and Parent shall cause Merger Sub to, ) commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer. Parent and the Company shall coordinate on determining the date on which Merger Sub commences the Offer (the “Offer Commencement Date”).

Appears in 1 contract

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

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01Article VII, and subject to the terms and conditions of this Agreement, as promptly as practicable but in no event later than ten (10) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC United States Securities and Exchange Commission (the “SEC”) under the Exchange Act) the Offer.

Appears in 1 contract

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

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01, as promptly as practicable but in no event later than ten five (105) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Higher One Holdings, Inc.)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.018, as promptly as practicable but in no event later than ten on a date that is nine (109) Business Days business days after the date of this Agreement, or as promptly as practicable thereafter, Merger Sub shall, shall (and Parent shall cause Merger Sub to, ) commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Greenway Medical Technologies Inc)

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Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.018.1 and subject to the Company complying with its obligations under Section 2.2, as promptly as practicable after the date of this Agreement but in no event later than ten (10) Business Days after following the date of this Agreement, Merger Sub shall, shall (and Parent shall cause Merger Sub to, ) commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer.

Appears in 1 contract

Samples: Tender and Support Agreement (LogicBio Therapeutics, Inc.)

Commencement of the Offer. Provided that Unless this Agreement shall not have been terminated in accordance with Article X, and subject to the Company having complied with its obligations set forth in Section 8.012.2(b), as promptly as reasonably practicable but in no event later than ten (10) Business Days after the date of this Agreement, Merger Sub shall, shall (and Parent shall cause Merger Sub to, ) commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act, such date hereinafter referred to as the “Offer Commencement Date”) the Offer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cafepress Inc.)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01, as promptly as practicable but in no event later than ten (10) 20 Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer.

Appears in 1 contract

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

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.018, as promptly as practicable after the date of this Agreement but in no event later more than ten six (106) Business Days business days after the date of this Agreement, Merger Sub shall, shall (and Parent shall cause Merger Sub to, ) commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Websense Inc)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01, as promptly as practicable but in no event later than ten (10) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the OfferOffer no event later than ten (10) Business Days after the date of this Agreement.

Appears in 1 contract

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

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01, as promptly as practicable but in no event later than ten (10) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the OfferOffer to purchase any and all of the Shares at a price per Share equal to the Per Share Amount to the seller in cash, net of applicable withholding taxes and without interest.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ariad Pharmaceuticals Inc)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.018.1, as promptly as practicable practicable, but in no event later than ten (10) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Volt Information Sciences, Inc.)

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01Article VII, as promptly as practicable but in no event later than ten (10) Business Days after the date of this Agreement, Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC United States Securities and Exchange Commission (the "SEC") under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) the Offer.

Appears in 1 contract

Samples: Agreement and Plan of Merger

Commencement of the Offer. Provided that this Agreement shall not have been terminated in accordance with Section 8.01Article IX, and subject to the terms and conditions of this Agreement, as promptly as practicable but in no event later than ten twenty (1020) Business Days after the date of this Agreement, Parent and Merger Sub shall, and Parent shall cause Merger Sub to, commence (within the meaning of Rule 14d-2 promulgated by the SEC under the Exchange Act) the Offer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Steel Partners Holdings L.P.)

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