Common use of Merger Effective Time Clause in Contracts

Merger Effective Time. At the Effective Time and subject to and upon the terms and conditions of this Agreement, Merger Sub will merge with and into the Company in accordance with the provisions of the DGCL, the separate corporate existence of Merger Sub will cease and the Company will continue as the Surviving Corporation. The Effective Time will occur on the date and at the time that the Certificate of Merger has been accepted for filing by the Delaware Secretary of State (or such later date and time as may be agreed to by Parent and the Company and specified in the Certificate of Merger). Provided that this Agreement has not been terminated pursuant to Article VIII, the parties will cause the Certificate of Merger to be filed with the Delaware Secretary of State as soon as practicable after the Closing.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Liberty Satellite & Technology Inc), Agreement and Plan of Merger (On Command Corp), Agreement and Plan of Merger (Liberty Satellite & Technology Inc)

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Merger Effective Time. At the Effective Time and subject to and upon the terms and conditions of this Agreement, Merger Sub will shall merge with and into the Company in accordance with the provisions of the DGCL, the separate corporate existence of Merger Sub will shall cease and the Company will shall continue as the Surviving Corporation. The Effective Time will shall occur on the date and at the time that the Certificate of Merger has shall have been accepted for filing by the Delaware Secretary of State (or such later date and time as may be agreed to by Parent TCI and the Company and specified in the Certificate of Merger). Provided that this Agreement has not been terminated pursuant to Article VIII, the parties will cause the Certificate of Merger to be filed with the Delaware Secretary of State as soon as practicable after the Closing.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tele Communications Inc /Co/), Agreement and Plan of Merger (Tele Communications International Inc)

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