Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Redback Networks Inc), Agreement and Plan of Merger (Cougar Biotechnology, Inc.), Agreement and Plan of Merger (Altra Holdings, Inc.)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon Merger on the terms and subject to the conditions set forth in this Agreement.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Actel Corp), Agreement and Plan of Merger (Symmetricom Inc), Agreement and Plan of Merger (Microsemi Corp)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective its obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon Merger on the terms and subject to the conditions set forth in this Agreement.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Wind River Systems Inc), Agreement and Plan of Merger (Intel Corp), Agreement and Plan of Merger (Imagistics International Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Mgi Pharma Inc), Agreement and Plan of Merger (Buca Inc /Mn), Agreement and Plan of Merger
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation Company to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Maxwell Technologies Inc), Agreement and Plan of Merger (Tesla, Inc.), Tender and Support Agreement (Salesforce Com Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon Merger on the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Peregrine Semiconductor Corp), Agreement and Plan of Merger (Peregrine Semiconductor Corp)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the First Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the MergerMergers, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Expedia, Inc.), Agreement and Plan of Reorganization (Homeaway Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.. Section 6.10
Appears in 2 contracts
Samples: Iv Agreement and Plan of Merger (Hewlett Packard Co), Iv Agreement and Plan of Merger (Opsware Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation Company to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement. For the avoidance of doubt, any violation of the obligations of Purchaser under this Agreement shall also be deemed to be a breach of this Agreement by Parent.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Salesforce Com Inc), Agreement and Plan of Merger (Tableau Software Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective its obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon Merger on the terms and subject to the conditions set forth in this Agreement. Parent unconditionally guarantees the full and complete performance by Purchaser or the Surviving Corporation, as applicable, of its respective obligations under this Agreement and shall be jointly and severally liable with Purchaser for any breach of any covenant or obligation of Purchaser or the Surviving Corporation, as applicable, under this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Quest Diagnostics Inc), Agreement and Plan of Merger (Labone Inc/)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, Merger upon the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (AutoWeb, Inc.), Agreement and Plan of Merger (AutoWeb, Inc.)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective its obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hatteras Financial Corp), Agreement and Plan of Merger (Annaly Capital Management Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective its obligations under this Agreement required to be performed prior to the Closing and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (International Paper Co /New/), Agreement and Plan of Merger (Temple Inland Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon Merger on the terms and subject to the conditions set forth in this AgreementAgreement and reaffirms its obligation to consummate the Transactions irrespective and independently of the availability of financing in connection with the Transactions.
Appears in 1 contract
Samples: Agreement and Plan of Merger (MaxPoint Interactive, Inc.)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and and, after the Effective Time, the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, Contemplated Transactions upon the terms and subject to the conditions set forth in this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Applied Genetic Technologies Corp)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer Merger and the MergerTransactions, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 1 contract
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this AgreementTransactions, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Patient Safety Technologies, Inc)
Obligations of Purchaser. Parent shall take all action reasonably necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 1 contract
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer Merger and the Merger, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Covad Communications Group Inc)
Obligations of Purchaser. Parent shall take all action necessary to cause Purchaser and the Surviving Corporation to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, including the Offer and the Merger, upon the terms and subject to the conditions set forth in this Agreement. The obligations and liability of Parent and Purchaser hereunder shall be joint and several.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dade Behring Holdings Inc)
Obligations of Purchaser. Parent shall take all action actions necessary to cause Purchaser and and, following the Surviving Corporation Acceptance Time, the Company, to perform their respective obligations under this Agreement and to consummate the transactions contemplated by this Agreement, Agreement including the Offer and the MergerOffer, upon the terms and subject to the conditions set forth in this Agreement.
Appears in 1 contract
