Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:
Appears in 15 contracts
Samples: Stock Purchase Agreement (Cayenta Inc), Asset Purchase Agreement (Sports Club Co Inc), Asset Purchase Agreement (Sports Club Co Inc)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, Agreement and (b) all of the transactions contemplated by the respective Transactional AgreementsAgreement, including:including the Offer and the Merger.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Cti Biopharma Corp), Agreement and Plan of Merger (Gilead Sciences Inc), Agreement and Plan of Merger (Kite Pharma, Inc.)
Transactions. Transactions" shall mean (a) the execution and delivery of this Agreement and the respective other Transactional Agreements, Agreements and (b) all of the transactions contemplated by this Agreement and the respective other Transactional Agreements, including:.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Xoom Inc), Agreement and Plan of Merger (Beyond Com Corp), Agreement and Plan of Merger (Xoom Inc)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, Agreement and (b) all of the transactions contemplated by the respective Transactional AgreementsAgreement, including:including the Merger.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Mirati Therapeutics, Inc.), Agreement and Plan of Merger (IVERIC Bio, Inc.), Agreement and Plan of Merger (Mirati Therapeutics, Inc.)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, Agreement and (b) all of the transactions contemplated by this Agreement, including the respective Transactional Agreements, including:Offer and the Merger.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Volcano Corp), Agreement and Plan of Merger (Merck & Co., Inc.), Agreement and Plan of Merger (Immune Design Corp.)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, this Agreement and (b) all of the transactions contemplated by this Agreement, including the respective Transactional Agreements, including:Offer and the Merger.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Synthorx, Inc.), Agreement and Plan of Merger (RayzeBio, Inc.), Agreement and Plan of Merger (Turning Point Therapeutics, Inc.)
Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:, without limitation, the Merger, and the performance by Company, Acquiror, the Stockholders, and the other parties to the Transactional Agreements of their respective obligations under the Transactional Agreements.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Appiant Technologies Inc), Agreement and Plan of Merger (PLX Technology Inc), Agreement and Plan of Merger (Cybersource Corp)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Portola Pharmaceuticals Inc), Asset Purchase Agreement (Portola Pharmaceuticals Inc), Asset Purchase Agreement (Volcano CORP)
Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:: (i) the sale of the Target Shares by the Shareholders to the Purchaser in accordance with the Agreement; and (ii) the performance by the Shareholders and the Purchaser, as applicable, of their respective obligations under the Transactional Agreements, and the exercise by the Shareholders and the Purchaser, as applicable, of their respective rights under the Transactional Agreements.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Local Matters Inc.), Stock Purchase Agreement (Local Matters Inc.), Stock Purchase Agreement (Local Matters Inc.)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, Agreement and (b) all of the transactions contemplated by this Agreement, including the respective Transactional Agreements, including:Offer and the Merger. EXHIBIT B SURVIVING CORPORATION CERTIFICATE OF INCORPORATION ANNEX I
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Enel Green Power North America, Inc.), Agreement and Plan of Merger (Auspex Pharmaceuticals, Inc.), Agreement and Plan of Merger (Enernoc Inc)
Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:: (a) the sale of the Designated Assets by the Sellers to the Purchaser in accordance with the Agreement; (b) the assumption of the Designated Contractual Obligations by the Purchaser pursuant to the Assignment and Assumption Agreement; and (iii) the performance by the Sellers and the Purchaser of their respective obligations under the Transactional Agreements, and the exercise by the Sellers and the Purchaser of their respective rights under the Transactional Agreements.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Verity Inc \De\), Asset Purchase Agreement (Inktomi Corp)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:: (i) the sale of the Acquired Assets in accordance with the Agreement; (ii) the assumption of the assumed liabilities pursuant to the Assumption Agreement; and (iii) the performance by the Parties hereto of their respective obligations under the Transactional Agreements, and the exercise by the Parties hereto of their respective rights under the Transactional Agreements.
Appears in 2 contracts
Samples: Asset Purchase Agreement (ReShape Lifesciences Inc.), Asset Purchase Agreement (Apollo Endosurgery, Inc.)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional AgreementsAgreement, and (b) all of the transactions contemplated by this Agreement, including the respective Transactional Agreements, including:Merger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hot Topic Inc /Ca/), Agreement and Plan of Merger (XRS Corp)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, Agreement; and (b) all of the transactions contemplated by the respective Transactional AgreementsAgreement, including:including the Offer and the Merger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Celgene Corp /De/), Agreement and Plan of Merger (Juno Therapeutics, Inc.)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, Agreement and (b) all of the transactions contemplated by this Agreement, including the respective Transactional Agreements, including:Merger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zeltiq Aesthetics Inc), Agreement and Plan of Merger (Zeltiq Aesthetics Inc)
Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:, without limitation, the issuance of the Purchased Shares by the Company to the Purchaser in accordance with the Agreement.
Appears in 2 contracts
Samples: Stock Purchase and Master Strategic Relationship Agreement (Nippon Telegraph & Telephone Corp), Stock Purchase and Master Strategic Relationship Agreement (Verio Inc)
Transactions. “Transactions" ” shall mean (ai) the execution and delivery of the respective Transactional Agreements, Agreement and (bii) all of the transactions contemplated by the respective Transactional AgreementsAgreement, including:including the Offer and the Merger.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gilead Sciences Inc), Agreement and Plan of Merger (Forty Seven, Inc.)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, Agreement and (b) all of the transactions contemplated by the respective Transactional AgreementsAgreement, including:including the Offer and the Merger.
Appears in 1 contract
Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:, without limitation, the Merger, and the performance by Company, Acquiror, the stockholders, and the other parties to the Transactional Agreements of their respective obligations under the Transactional Agreements.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Smith Micro Software Inc)
Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional Agreements, Agreements and (b) all of the transactions contemplated by the respective Transactional Agreements, including:: (i) the sale of the Partnership Interests by the Partners to Buyers in accordance with the Agreement; (ii) the performance by the Partnership, the Partners and Buyers of their respective obligations under the Transactional Agreements, and (iii) the exercise by the Partnership, the Partners and Buyers of their respective rights under the Transactional Agreements.
Appears in 1 contract
Samples: Partnership Purchase Agreement (Newgen Results Corp)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Transaction Agreements, and (b) all of the transactions contemplated by the respective Transactional Transaction Agreements, including:: (i) the sale of the Assets by the Seller to the Purchaser in accordance with the Agreement; (ii) the assumption of the Assumed Liabilities by the Purchaser
Appears in 1 contract
Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:, without limitation, the Merger, and the performance by Company, IDT, and the other parties to the Transactional Agreements of their respective obligations under the Transactional Agreements.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Quality Semiconductor Inc)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, this Agreement and (b) all of the transactions contemplated by this Agreement, including the respective Transactional Agreements, including:Merger.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Cornerstone OnDemand Inc)
Transactions. Transactions" shall mean means (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:
Appears in 1 contract
Samples: Stock Purchase Agreement (Edgewater Technology Inc/De/)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:: (i) the sale of the Transferred Assets by Seller to Purchaser in accordance with the Agreement; and (ii) the performance by the parties to the Transactional Agreements of their respective obligations under the Transactional Agreements, and the exercise by the parties to the Transactional Agreements of their respective rights under the Transactional Agreements.
Appears in 1 contract
Samples: Asset Purchase Agreement (GridIron BioNutrients, Inc.)
Transactions. “Transactions" shall ” mean (a) the execution and delivery of the respective Transactional Agreements, Agreement and (b) all of the transactions contemplated by this Agreement, including the respective Transactional Agreements, including:Offer and the Merger.
Appears in 1 contract
Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional AgreementsDocuments, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:Documents.
Appears in 1 contract
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:
Appears in 1 contract
Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:. EXHIBIT B
Appears in 1 contract
Samples: Contribution Agreement (Millennium Electronics Inc)
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:and the exercise by Seller and Purchaser of their respective rights under the Transactional Agreements.
Appears in 1 contract
Transactions. “Transactions" ” shall mean (a) the execution and delivery of the respective Transactional Transaction Agreements, and (b) all of the transactions contemplated by the respective Transactional Transaction Agreements, including:
Appears in 1 contract
Samples: Put/Call Agreement (Planetout Inc)
Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:.
Appears in 1 contract
Samples: Asset Purchase Agreement (Alliance Pharmaceutical Corp)
Transactions. Transactions" shall mean (a) the execution and delivery of the respective Transactional Agreements, and (b) all of the transactions contemplated by the respective Transactional Agreements, including:, without limitation, the Merger, and the performance by Company, Acquiror, the Shareholders, and the other parties to the Transactional Agreements of their respective obligations under the Transactional Agreements.
Appears in 1 contract
