Common use of Additional Agreements Clause in Contracts

Additional Agreements. If at any time after the Effective Time any further action is necessary or desirable to carry out the purpose of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them).

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Fresh Juice Co Inc), Agreement and Plan of Merger (Saratoga Beverage Group Inc), Agreement and Plan of Merger (Fresh Juice Co Inc)

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Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, Parent.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Cavalier Homes Inc), Agreement and Plan of Merger (Cost U Less Inc), Agreement and Plan of Merger (Delco Remy International Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Buyer.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (North Fork Bancorporation Inc), Agreement and Plan of Merger (Center Bancorp Inc), Agreement and Plan of Merger (Reliance Bancorp Inc)

Additional Agreements. If In case at any time after the Acceptance Date (including after the Effective Time Time) any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, Parent.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (BMC Software Inc), Agreement and Plan of Merger (BladeLogic, Inc.), Agreement and Plan of Merger (Kenexa Corp)

Additional Agreements. If In case at any time after the --------------------- Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Mergermerger, the proper officers and directors of each party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, Parent.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Xtra Corp /De/), Agreement and Plan of Merger (Wesco Financial Corp), Agreement and Plan of Merger (Berkshire Hathaway Inc)

Additional Agreements. If In case at any time after the Acceptance Date (including after the Effective Time Time) any further action is necessary or desirable to carry out the purpose of this Agreement Transaction or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, the Parent.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Xerox Corp), Agreement and Plan of Merger (Global Imaging Systems Inc), Agreement and Plan of Merger (Digitas Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement Agreement, or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties Parties to the Merger, the proper officers and directors of each party to this Agreement of Parent and the Company shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Parent.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Warp Technology Holdings Inc), Agreement and Plan of Merger (Infonow Corp /), Agreement and Plan of Merger (Warp Technology Holdings Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities immunities, and franchises of any of the parties to the MergerCompany or Sub, the proper officers and directors of each corporation that is a party to this Agreement shall will take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Flow International Corp), Agreement and Plan of Merger (Flow International Corp), Agreement and Plan of Merger (Flow International Corp)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)iPayment.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Ipayment Inc), Agreement and Plan of Merger (Ipayment Inc), Agreement and Plan of Merger (Ipayment Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any either of the parties to the MergerConstituent Corporations, the proper officers and directors of each corporation which is a party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Pathways Group Inc), Agreement and Plan of Reorganization (Visio Corp), Agreement and Plan of Reorganization (Upgrade International Corp /Fl/)

Additional Agreements. If Subject to the terms and conditions of this Agreement, in case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper then-current officers and directors of each party of the Company and the Company Subsidiaries will use their respective reasonable best efforts to this Agreement shall take all such necessary action actions as may be reasonably requested by the Company or Parent (without additional cost to them)Parent.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Southern Co), Agreement and Plan of Merger (Agl Resources Inc), Agreement and Plan of Merger

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement Agreement, or to vest the Surviving Corporation Acquiror with full title to all properties, assets, rights, approvals, immunities and franchises of the Company or any of the parties to the MergerCompany Subsidiary, the proper officers and directors of each party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Acquiror.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Anchor Bancorp Wisconsin Inc), Agreement and Plan of Merger (First Federal Capital Corp), Agreement and Plan of Merger (First Federal Capital Corp)

Additional Agreements. If Subject to the terms and conditions of this Agreement, in case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper then-current officers and directors of each party of the Company and the Company Subsidiaries will use its respective reasonable best efforts to this Agreement shall take all such necessary action actions as may be reasonably requested by the Company or Parent (without additional cost to them)Parent.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Powersecure International, Inc.), Agreement and Plan of Merger (Eastman Chemical Co), Agreement and Plan of Merger (Solutia Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, Second Merger or Bank Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Parent.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Home Bancorp, Inc.), Agreement and Plan of Merger (Louisiana Bancorp Inc), Agreement and Plan of Merger (Home Bancorp, Inc.)

Additional Agreements. If In case at any time after the Effective Time --------------------- any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper officers and directors of each corporation which is a party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Expedia Inc), The Agreement and Plan of Reorganization (Expedia Inc), Agreement and Plan of Reorganization (Primus Knowledge Solutions Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper officers and directors of each party to this Agreement shall and their respective Subsidiaries will take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, Parent.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Exult Inc), Agreement and Plan of Merger (Hewitt Associates Inc), Agreement and Plan of Merger (Hewitt Associates Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement Agreement, or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Buyer.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Seacoast Financial Services Corp), Agreement and Plan of Merger (Andover Bancorp Inc), Agreement and Plan of Merger (Home Port Bancorp Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties either party to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Parent.

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (NewPage Holdings Inc.), Agreement and Plan of Merger (Verso Paper Corp.)

Additional Agreements. If In case at any time after the --------------------- Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, Parent.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Emusic Com Inc), Agreement and Plan of Merger (Universal Music Group Inc), Agreement and Plan of Merger (Emusic Com Inc)

Additional Agreements. If In case at any time before or after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost other parties to them)this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pinnacle Financial Partners Inc), Agreement and Plan of Merger (Pinnacle Financial Partners Inc)

Additional Agreements. If at any time after the Effective Time In case any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (National Atlantic Holdings Corp), Agreement and Plan of Merger (National Atlantic Holdings Corp)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)OCA.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Orthalliance Inc), Agreement and Plan of Merger (Orthodontic Centers of America Inc /De/)

Additional Agreements. If In case at any time after the Effective Time of the Merger any further action is reasonably necessary or desirable to carry out the purpose of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any either of the parties to the Mergerconstituent corporations, the proper officers and directors of each corporation which is a party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)corporate action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Greiner Engineering Inc), Agreement and Plan of Merger (Urs Corp /New/)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)advisable action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Engineering Animation Inc), Agreement and Plan of Merger (Engineering Animation Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement Agreement, or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerMerger or any of the Company's Subsidiaries as contemplated hereby, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, Parent.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Firstcity Financial Corp), Agreement and Plan of Merger (Firstcity Financial Corp)

Additional Agreements. If In case at any time after the Acceptance Time (including after the Effective Time Time) any further action is necessary or desirable to carry out the purpose of this Agreement transactions contemplated hereby or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)required.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Acer Inc), Agreement and Plan of Merger (Gateway Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement Agreement, or to vest the Surviving Corporation or the Surviving Institution with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, or the constituent parties to the Institution Merger, as the case may be, the proper officers and directors of each party to this Agreement and Sterling's Subsidiaries and Empire Bank shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Sterling.

Appears in 2 contracts

Samples: Stockholders Agreement (Empire Federal Bancorp Inc), Stockholders Agreement (Sterling Financial Corp /Wa/)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assetsAssets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper officers and directors (or similar officials) of each entity which is a party to this Agreement shall and each individual who is a party to this Agreement will take all such reasonably necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)desirable action.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Digital Domain), Agreement and Plan of Reorganization (Digital Domain)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them).,

Appears in 2 contracts

Samples: Agreement and Plan of Merger (In Home Health Inc /Mn/), Agreement and Plan of Merger (Manor Care Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of either the parties to the MergerCompany or Sub, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Lycos Inc), Agreement and Plan of Merger (Lycos Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper then current officers and directors of each party to this Agreement shall and their respective Subsidiaries will take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Parent.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Citadel Broadcasting Corp), Agreement and Plan of Merger (Cumulus Media Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company TSFG or Parent (without additional cost to them)PFC.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pointe Financial Corp), Agreement and Plan of Merger (South Financial Group Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Berkshire Hathaway Inc), Agreement and Plan of Merger (Shaw Industries Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper officers and directors of each corporation which is a party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Primus Knowledge Solutions Inc), Agreement and Plan of Reorganization (Onhealth Network Co)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company TSFG or Parent (without additional cost to them)FLBK.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Florida Banks Inc), Agreement and Plan of Merger (South Financial Group Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, Liquidation or Bank Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Parent.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Home Bancorp, Inc.), Agreement and Plan of Merger (Gs Financial Corp)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, the rights, approvals, immunities privileges and franchises powers of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, Parent.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Epocrates Inc), Agreement and Plan of Merger (Athenahealth Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerMergers, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost other parties to them)this Agreement.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pinnacle Financial Partners Inc), Agreement and Plan of Merger (BNC Bancorp)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties Parties to the Merger, the proper officers and directors of each party Party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Chemical Financial Corp), Agreement and Plan of Merger (TCF Financial Corp)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement and the other Transaction Documents or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and the other Transaction Documents and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, the Buyer.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Digitas Inc), Agreement and Plan of Merger (Modem Media Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper officers and directors of each corporation which is a party to this Agreement shall will take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Transwitch Corp /De)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them).sole expense of, Parent. 6.10

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sundstrand Corp /De/)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation Corporations with full title to all properties, assets, rights, approvals, immunities immunities, and franchises of any of Subs or the parties to the MergerCompanies, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan (Allied Waste Industries Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerNextPoint, the proper officers and directors of each corporation which is a party to this Agreement shall will take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Netscout Systems Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them).Parent. 7.10

Appears in 1 contract

Samples: Agreement and Plan of Merger Agreement and Plan of Merger (Financial Bancorp Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation or its assignee with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take take, or cause to be taken, all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Parent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Georgetown Bancorp, Inc.)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerAdaytum, the proper officers and directors of each corporation which is a party to this Agreement shall will take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Cognos Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party Party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Bancorp.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sandy Spring Bancorp Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany and its Subsidiaries, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Metris Companies Inc)

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Additional Agreements. If (a) In case at any time after the Effective Time of the Merger any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerMicrogyn and Sub, the proper officers and directors of each corporation party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Conceptus Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)advisable action. 6.7.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Engineering Animation Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them).and

Appears in 1 contract

Samples: Agreement and Plan of Merger (Park National Corp /Oh/)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Mergermerger, the proper officers and directors of each party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, Parent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Interlogix Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities immunities, and franchises of any of the parties to the MergerCompany or Acquisition Sub, the proper officers and directors of each corporation that is a party to this Agreement shall will take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (F5 Networks Inc)

Additional Agreements. If In case at any time after the Effective --------------------- Time of the Merger any further action is reasonable and necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Mergereither Active or Premier, the proper officers and directors of each corporation which is a party to this Agreement shall take all such reasonable and necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Active Software Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper officers and directors of each corporation which is a party to this Agreement shall will take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Greenfield Online Inc)

Additional Agreements. If at any time after the Effective Time any further action is necessary or desirable to carry out the purpose of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Parent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Perficient Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them).ICBC. 7.10

Appears in 1 contract

Samples: Agreement and Plan of Merger (Broad National Bancorporation)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement Agreement, or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and Parent’s and Company’s Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Parent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Codorus Valley Bancorp Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company TSFG or Parent (without additional cost to them)MBFC.

Appears in 1 contract

Samples: Agreement and Plan of Merger (South Financial Group Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)ICBC.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Statewide Financial Corp)

Additional Agreements. If In case, at any time after the Effective Time Time, any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (CVB Financial Corp)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)advisable action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Andrew Corp)

Additional Agreements. If at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of either Acquisition Sub or the parties to the MergerCompany, the proper officers and directors of each corporation that is a party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Admar Group Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company Buyer or Parent (without additional cost to them)PFI.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Pelican Financial Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation Company with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties either party to the Merger, the proper officers and directors of each party to this Agreement shall and their respective Subsidiaries shall, at Buyer’s sole expense, take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)Buyer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Prospect Capital Corp)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any either of the parties to the MergerCompany or Parent, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Northbay Financial Corp)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company Parent or Parent (without additional cost to them)Purchaser.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pemi Bancorp Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by by, and at the Company or Parent (without additional cost to them)sole expense of, Parent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (United Technologies Corp /De/)

Additional Agreements. If In case at any time before or after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost other parties to them)this Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pinnacle Financial Partners Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement Agreement, or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and Parent’s and the Company’s Subsidiaries shall take all such necessary action as may be reasonably requested by Parent or the Company or Parent (without additional cost to them)Company, as the case may be.

Appears in 1 contract

Samples: Agreement and Plan of Merger (DARA BioSciences, Inc.)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerMentorix, the proper officers and directors of each corporation which is a party to this Agreement shall will take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Lionbridge Technologies Inc /De/)

Additional Agreements. If at any time after the Effective Time any further action is necessary or desirable to carry out the purpose of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent Holding (without additional cost to them).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gantos Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement Agreement, or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and Partners Trust's and Herkimer's Subsidiaries shall take all such necessary action as may be reasonably requested by the Company Partners Trust or Parent (without additional cost to them)SBU.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Partners Trust Financial Group Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement Agreement, or to vest the Surviving Corporation Company with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement and their respective subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)other party hereto.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bank Plus Corp)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)advisable action. 6.5.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Engineering Animation Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation LLC with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the MergerCompany, the proper officers and directors of each corporation which is a party to this Agreement shall will take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tci Solutions Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors of each party to this Agreement shall take all such necessary action as may be reasonably requested by the Company TSFG or Parent (without additional cost to them)CNBFB.

Appears in 1 contract

Samples: Agreement and Plan of Merger (South Financial Group Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is necessary or desirable to carry out the purpose purposes of this Agreement Agreement, or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Merger, the proper officers and directors or other authorized Persons of each party to this Agreement FSB, FSB's Bank and the Subsidiaries shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)BPFH.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Boston Private Financial Holdings Inc)

Additional Agreements. If In case at any time after the Effective --------------------- Time of the Merger any further action is reasonable and necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to the Mergereither Active or Alier, the proper officers and directors of each corporation which is a party to this Agreement shall take all such reasonable and necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Active Software Inc)

Additional Agreements. If In case at any time after the Effective Time any further action is reasonably necessary or desirable to carry out the purpose purposes of this Agreement or to vest the Surviving Corporation with full title to all properties, assets, rights, approvals, immunities and franchises of any of the parties to Company, the Merger, Shareholders and the proper officers and directors of each party to this Agreement Buyer, Sub and the Company shall take all such necessary action as may be reasonably requested by the Company or Parent (without additional cost to them)action.

Appears in 1 contract

Samples: Escrow Agreement (Quanex Corp)

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