Merger Sub. Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement.
Appears in 3 contracts
Sources: Merger Agreement (Hillshire Brands Co), Merger Agreement (Tyson Foods Inc), Merger Agreement (Tyson Foods Inc)
Merger Sub. Parent and Merger Sub shall will take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, (b) cause the Surviving Corporation to perform its obligations under this Agreement and (bc) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any indebtedness.
Appears in 3 contracts
Sources: Merger Agreement, Agreement and Plan of Merger (Norcraft Companies, Inc.), Merger Agreement (Fortune Brands Home & Security, Inc.)
Merger Sub. Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and subject to the conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any indebtedness.
Appears in 3 contracts
Sources: Merger Agreement (New Frontier Media Inc), Merger Agreement (Charming Shoppes Inc), Merger Agreement (Ascena Retail Group, Inc.)
Merger Sub. The Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, and (b) ensure that, prior to . During the period from the date of this Agreement through the Effective Time, except as expressly provided in this Agreement, the Merger Sub shall not, and the Purchaser shall not permit the Merger Sub to, conduct any business or make undertake any investments or incur or guarantee any Indebtedness other than activities except as specifically contemplated by this Agreementrequired in performing its express obligations hereunder.
Appears in 2 contracts
Sources: Merger Agreement (Shamir Optica Holdings A.C.S. Ltd.), Merger Agreement (Essilor International /Fi)
Merger Sub. Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub to comply with and perform all of its obligations under or relating to this Agreement and Agreement, including to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreementherein.
Appears in 2 contracts
Sources: Merger Agreement (DST Systems Inc), Merger Agreement (SS&C Technologies Holdings Inc)
Merger Sub. Parent and Merger Sub shall will take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, that Merger Sub prior to the Effective Time, Merger Sub Time shall not conduct any business or make any investments or business, incur or guarantee any Indebtedness or make any investments, other than as specifically contemplated by this Agreement.
Appears in 2 contracts
Sources: Merger Agreement, Merger Agreement (Rockwell Collins Inc)
Merger Sub. Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this AgreementAgreement or as necessary to consummate the Transactions.
Appears in 2 contracts
Sources: Merger Agreement (Mitel Networks Corp), Merger Agreement (ShoreTel Inc)
Merger Sub. Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness indebtedness other than as specifically contemplated by this Agreement.
Appears in 2 contracts
Sources: Merger Agreement (Realty Income Corp), Merger Agreement (American Realty Capital Trust, Inc.)
Merger Sub. Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness indebtedness other than as specifically contemplated by this Agreement.
Appears in 2 contracts
Sources: Merger Agreement (American Realty Capital Properties, Inc.), Merger Agreement (Cole Credit Property Trust Inc)
Merger Sub. Parent and Merger Sub shall will take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any third party indebtedness.
Appears in 2 contracts
Sources: Merger Agreement (Amylin Pharmaceuticals Inc), Merger Agreement (Bristol Myers Squibb Co)
Merger Sub. Parent and Merger Sub shall will take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, (b) cause the Surviving Company to perform its obligations under this Agreement and (bc) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any Indebtedness.
Appears in 2 contracts
Sources: Merger Agreement (Lexmark International Inc /Ky/), Merger Agreement (Kofax LTD)
Merger Sub. Parent and Merger Sub shall will take all reasonable actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any indebtedness.
Appears in 2 contracts
Sources: Merger Agreement (Pansoft CO LTD), Merger Agreement (Funtalk China Holdings LTD)
Merger Sub. Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any Indebtedness.
Appears in 2 contracts
Sources: Merger Agreement (FGX International Holdings LTD), Merger Agreement (Essilor International /Fi)
Merger Sub. Parent and Merger Sub shall will take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, (b) cause the Surviving Corporation to perform its obligations under this Agreement and (bc) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any indebtedness.
Appears in 2 contracts
Sources: Merger Agreement (Thestreet, Inc.), Merger Agreement (theMaven, Inc.)
Merger Sub. Parent and Merger Sub shall will take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, (b) cause the Surviving Corporation to perform its obligations under this Agreement and (bc) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any Indebtedness.
Appears in 1 contract
Sources: Merger Agreement (Bravo Brio Restaurant Group, Inc.)
Merger Sub. Parent and Merger Sub shall will take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments business, or incur or guarantee any Indebtedness indebtedness or make any investments, other than as specifically contemplated by this AgreementAgreement or otherwise as required in connection with the Transactions.
Appears in 1 contract
Merger Sub. Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub Subs to perform its their respective obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, and (b) ensure that, prior to the Effective Time, Merger Sub Subs shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement.
Appears in 1 contract
Sources: Merger Agreement (Diamond Foods Inc)
Merger Sub. Parent and Merger Sub shall take all actions necessary to will (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions as and when required as set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments material business, or incur or guarantee any Indebtedness material indebtedness or make any investments, other than as specifically in connection with the transactions contemplated by this AgreementAgreement or in preparation for the ownership of the Acquired Companies.
Appears in 1 contract
Merger Sub. Parent and Merger Sub shall take all commercially reasonable actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments business, or incur or guarantee any Indebtedness indebtedness or make any investments, other than as specifically contemplated by this Agreement.
Appears in 1 contract
Sources: Merger Agreement
Merger Sub. Parent and Merger Sub shall take all actions necessary use its reasonable best efforts to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any Indebtedness (other than as contemplated by the Financing).
Appears in 1 contract
Merger Sub. Parent and Merger Sub shall will take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any indebtedness other than the Debt Financing.
Appears in 1 contract
Sources: Merger Agreement (China Advanced Construction Materials Group, Inc)
Merger Sub. Parent and Merger Sub shall will take all actions reasonably necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any indebtedness.
Appears in 1 contract
Merger Sub. Parent and Merger Sub shall take all actions necessary to will (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any Indebtedness (other than as needed to finance the transactions contemplated hereby).
Appears in 1 contract
Sources: Merger Agreement (UTi WORLDWIDE INC)
Merger Sub. Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement.
Appears in 1 contract
Sources: Merger Agreement (Infoblox Inc)
Merger Sub. Parent and Merger Sub shall take all actions necessary to will (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any Indebtedness (other than as may be needed to finance the transactions contemplated hereby).
Appears in 1 contract
Merger Sub. Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub to perform each of its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, Agreement and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments business, or incur or guarantee any Indebtedness indebtedness or make any investments, other than as specifically contemplated by this Agreement.
Appears in 1 contract
Merger Sub. Parent and Merger Sub shall take all actions necessary to (a) cause Merger Sub to perform its obligations under this Agreement and to consummate the Offer and the Merger on the terms and conditions set forth in this Agreement, and (b) ensure that, prior to the Effective Time, Merger Sub shall not conduct any business or make any investments or incur or guarantee any Indebtedness other than as specifically contemplated by this Agreement, or incur or guarantee any Indebtedness.
Appears in 1 contract