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SEC Filings

DEFM14A
ASTERIAS BIOTHERAPEUTICS, INC. filed this Form DEFM14A on 02/04/2019
Entire Document
 
 

 

Section 9.2 Non-Survival of Representations and Warranties. None of the representations and warranties in this Agreement or in any schedule, instrument or other document delivered pursuant to this Agreement will survive the Effective Time. This Section 9.2 will not limit any covenant or agreement of the Parties that by its terms contemplates performance after the Effective Time.

 

Section 9.3 Expenses. Except as otherwise expressly provided in this Agreement, all Expenses incurred in connection with this Agreement and the Transactions will be paid by the Party incurring such Expenses.

 

Section 9.4 Notices. All notices, requests, demands and other communications under this Agreement will, except to the extent expressly provided to be oral, be in writing and will be deemed to have been duly given or made as follows: (a) if sent by certified mail in the United States, upon receipt; (b) if sent designated for overnight delivery by globally recognized overnight delivery service (such as DHL or FedEx), the time of delivery as confirmed in the courier’s systems; (c) if sent by e-mail (including email of an attachment in Adobe Portable Document Format or other file format based on common standards), when the sender has received confirmation of receipt from the recipient or, if the time of confirmation of receipt is after 5:00 p.m. in the time zone of the receiving party or is not on a business day, on the business day immediately after the time of confirmation of receipt and (d) if otherwise actually personally delivered, when delivered, provided that such notices, requests, demands and other communications are delivered to the address set forth below, or to such other address as any Party will provide by like notice to the other Parties:

 

if to BioTime or Merger Sub, to:

 

BioTime, Inc.

Attention: Stephana E. Patton

Attention: Angus C. Russell

Email: legal@biotimeinc.com

 

with a copy to:

 

Cooley LLP

3175 Hanover Street

Palo Alto, California 94304

Attention: Glen Sato and Tali Sealman

Email: gsato@cooley.com; tsealman@cooley.com

 

if to Asterias, to:

 

Asterias Biotherapeutics, Inc.

Attention: Don M. Bailey

Attention: Ryan Chavez

6300 Dumbarton Cir

Fremont, CA 94555

Email: donmatthewbailey@sbcglobal.net; RChavez@asteriasbio.com

 

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