Amalgamation and Merger Effective Time Clause Samples

Amalgamation and Merger Effective Time. Subject to the terms of this Agreement: (a) at the Closing and immediately prior to the SPAC Merger Effective Time, Hotel101 Global and Merger Sub 1 shall execute and cause to be lodged with ACRA, the Amalgamation Proposal, the Other Amalgamation Documents, and such other documents as may be required in accordance with the applicable provisions of the Singapore Companies Act or by any other applicable Law to make the Company Amalgamation effective by no later than 9:00 a.m. Singapore time on the Closing Date. The Company Amalgamation shall become effective on the date as may be agreed by the Parties in writing and specified in writing in the Amalgamation Proposal and as set out in the notice of amalgamation issued by ACRA in respect of the Company Amalgamation (the “Company Amalgamation Effective Time”); and (b) at the Closing and immediately after the Company Amalgamation Effective Time, SPAC and Merger Sub 2 shall execute a plan of merger (the “Plan of Merger”) substantially in the form set out in Exhibit A and an articles of merger (the “Articles of Merger”) and the Parties shall cause the SPAC Merger to be consummated by filing the Articles of Merger (appending the Plan of Merger) (and other documents required by the BVI Companies Act) with the Registrar of Corporate Affairs of the British Virgin Islands in accordance with the relevant provisions of the BVI Companies Act (the time at which the SPAC Merger will be effective as agreed in writing by DoubleDragon and SPAC and specified in the Articles of Merger, the “SPAC Merger Effective Time”).