Obligation of Parent. Parent shall ensure that Purchaser duly performs, satisfies and discharges on a timely basis each of the covenants, obligations and liabilities applicable to Purchaser under this Agreement, and Parent shall be jointly and severally liable with Purchaser for the due and timely performance and satisfaction of each of said covenants, obligations and liabilities.
Appears in 21 contracts
Samples: Agreement and Plan of Merger (Gilead Sciences Inc), Agreement and Plan of Merger (Forty Seven, Inc.), Agreement and Plan of Merger (Juno Therapeutics, Inc.)
Obligation of Parent. Parent shall ensure that Purchaser each of its Subsidiaries duly performs, satisfies and discharges on a timely basis each of the covenants, obligations and liabilities applicable to Purchaser its Subsidiaries under this Agreement, and Parent Parent, as applicable, shall be jointly and severally liable with Purchaser its Subsidiaries for the due and timely performance and satisfaction of each of said covenants, obligations and liabilities.
Appears in 15 contracts
Samples: Agreement and Plan of Merger (Channeladvisor Corp), Agreement and Plan of Merger (RayzeBio, Inc.), Agreement and Plan of Merger (Halozyme Therapeutics, Inc.)
Obligation of Parent. Parent shall ensure that Purchaser each of its Subsidiaries (including Purchaser), and shall use reasonable best efforts to ensure that each of its Representatives, duly performs, satisfies and discharges on a timely basis each of the covenants, obligations and liabilities applicable to Purchaser its Subsidiaries or its Representatives under this Agreement, and Parent Parent, as applicable, shall be jointly and severally liable with Purchaser its Subsidiaries and Representatives for the due and timely performance and satisfaction of each of said covenants, obligations and liabilities.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Pacira BioSciences, Inc.), Agreement and Plan of Merger (Flexion Therapeutics Inc), Agreement and Plan of Merger (Five Prime Therapeutics, Inc.)
Obligation of Parent. Parent shall ensure that Purchaser duly performs, satisfies and discharges on a timely basis each of the covenants, obligations and liabilities applicable to Purchaser under this Agreement, and Parent shall be jointly and severally liable with Purchaser for the due and timely performance and satisfaction of each of said covenants, obligations and liabilities.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Decibel Therapeutics, Inc.), Agreement and Plan of Merger (Array Biopharma Inc), Agreement and Plan of Merger (Checkmate Pharmaceuticals, Inc.)
Obligation of Parent. Parent shall ensure that Purchaser duly performs, satisfies and discharges on a timely basis each of the covenants, obligations and liabilities applicable to Purchaser under this Agreement, and Parent Parent, as applicable, shall be jointly and severally liable with Purchaser for the due and timely performance and satisfaction of each of said covenants, obligations and liabilities.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Enel Green Power North America, Inc.), Agreement and Plan of Merger (Enernoc Inc)
Obligation of Parent. Parent shall ensure that Purchaser (or its permitted assigns, as applicable) duly performs, satisfies and discharges on a timely basis each of the covenants, obligations and liabilities applicable to Purchaser (or its permitted assigns, as applicable) under this Agreement, and Parent Parent, as applicable, shall be jointly and severally liable with Purchaser (and its permitted assigns, as applicable) for the due and timely performance and satisfaction of each of said covenants, obligations and liabilities.
Appears in 1 contract
Samples: Agreement and Plan of Merger (F-Star Therapeutics, Inc.)
Obligation of Parent. Parent shall ensure that Purchaser duly performs, satisfies and discharges on a timely basis each of the Purchaser’s covenants, obligations and liabilities applicable to Purchaser under this Agreement, and Parent shall be jointly and severally liable with Purchaser for the due and timely performance and satisfaction of each of said covenants, obligations and liabilities.
Appears in 1 contract
Obligation of Parent. Parent shall ensure that cause Purchaser to duly performsperform, satisfies satisfy and discharges discharge on a timely basis each of the covenants, obligations and liabilities applicable to Purchaser under this Agreement, and Parent shall be jointly and severally liable with Purchaser for the due and timely performance and satisfaction of each of said covenants, obligations and liabilities.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Oyster Point Pharma, Inc.)
Obligation of Parent. Parent shall each ensure that Purchaser duly performs, satisfies and discharges on a timely basis each of the covenants, obligations and liabilities applicable to Purchaser under this Agreement, and Parent Parent, as applicable, shall be jointly and severally liable with Purchaser for the due and timely performance and satisfaction of each of said covenants, obligations and liabilities.
Appears in 1 contract
Obligation of Parent. Parent shall each ensure that Purchaser duly performs, satisfies and discharges on a timely basis each of the Purchaser’s covenants, obligations and liabilities applicable to Purchaser under this Agreement, and Parent Parent, as applicable, shall be jointly and severally liable with Purchaser for the due and timely performance and satisfaction of each of said covenants, obligations and liabilities.
Appears in 1 contract
Obligation of Parent. Parent shall ensure that Payor and Purchaser duly performsperform, satisfies satisfy and discharges discharge on a timely basis each of the covenants, obligations and liabilities applicable to Payor or Purchaser under this Agreement, and Parent shall be jointly and severally liable with Purchaser Payor and Purchaser, as applicable, for the due and timely performance and satisfaction of each of said covenants, obligations and liabilities.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Alder Biopharmaceuticals Inc)
