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| | Sample Contracts - Agreement and Plan of Merger - IDEC Pharmaceuticals Corp. and Biogen Inc. - Competitive Intelligence ... (Site not responding. Last check: 2007-10-20) |
 | | Biogen is not in violation of the Biogen Organizational Documents and no Biogen Significant Subsidiary is in violation of its Biogen Subsidiary Organizational Documents, except, in the case of such Biogen Significant Subsidiary, as would not reasonably be likely to have a Material Adverse Effect on Biogen. |
 | | Neither Biogen nor any of its Subsidiaries has received notice of any claim made by a governmental authority in a jurisdiction where Biogen or any of its Subsidiaries, as applicable, does not file a Tax Return, that Biogen or such Subsidiary is or may be subject to taxation by that jurisdiction. |
 | | Biogen has received the opinion of its financial advisor, Goldman, Sachs and Co., dated the date of this Agreement, to the effect that, as of such date, the Exchange Ratio is fair, from a financial point of view, to the holders of Biogen Common Stock. |
| contracts.onecle.com /biogen/idec.mer.2003.06.20.shtml (4123 words) |
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