Enpath definition
Examples of Enpath in a sentence
All notices and other communications under this Agreement will be in writing and will be given by hand delivery to the other party, by registered or certified mail, return receipt requested, postage prepaid, or by facsimile with printed confirmation, addressed to the Executive at the last know mailing address on file with the Company and to the Company as follows: Enpath Medical, Inc.
Enpath agrees to take all steps necessary to cause the Schedule 14D-9 as so corrected to be filed with the SEC and to be disseminated to holders of Enpath Common Stock, in each case as and to the extent required by applicable U.S. federal securities laws.
Purchaser and its counsel shall be given a reasonable opportunity to review and comment on the Proxy Statement before such document (or any amendment or supplement thereto) is filed with the SEC, and Enpath shall give reasonable and good faith consideration to any comments reasonably proposed by Purchaser and its counsel.
Enpath is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction in which it is organized and has the requisite corporate power and authority necessary to own, possess, license, operate or lease the properties that it purports to own, possess, license, operate or lease and to carry on its business as it is now being conducted.
Except as set forth in Section 4.21 of the Disclosure Schedule, (a) the Inventory is in the physical possession of Enpath, and (b) none of the Inventory is held on consignment by others.
In exercising the foregoing right, both of Enpath and Purchaser shall act reasonably and as promptly as practicable.
At such time, Enpath shall use all reasonable best efforts to cause individuals designated by Purchaser to constitute the number of members, rounded up to the next whole number, on each committee of the Enpath Board that represents the same percentage as such individuals represent on the Enpath Board, to the fullest extent permitted by any applicable Legal Requirements.
The Permits currently held by Enpath constitute all of the Permits that Enpath is required to own, hold and possess and that are necessary to conduct the business presently conducted by Enpath, except where the failure to hold would not reasonably be expected to have a Material Adverse Effect.
Subject to the terms and conditions of this Agreement, at the Effective Time (as hereinafter defined), Merger Sub shall be merged with and into Enpath, pursuant to the provisions of, and with the effect provided in the MBCA.
The Merger Consideration paid upon the surrender of Certificates or transfer of Book Entry Shares in accordance with the terms of this Article 3 shall be deemed to have been paid in full satisfaction of all rights pertaining to the shares of Enpath Common Stock surrendered.