Approval, Filing and Effective Time Sample Clauses

Approval, Filing and Effective Time. This Agreement has been adopted and approved by the Board of Directors (the "Board") of CSC and the Board of GSA in the manner required under the DGCL and NGCL, respectively. If this Agreement has not been terminated pursuant to Section 1.7 hereof, CSC and GSA, upon obtaining the requisite approval of their respective stockholders under the DGCL and the NGCL, respectively, shall, when the Surviving Corporation deems appropriate, file a Certificate of Ownership and Merger with the Secretary of State of Delaware and a Certificate of Merger with the Secretary of State of Nevada (collectively, the "Articles of Merger"). The Merger shall become effective upon the filing of the Articles of Merger (the "Effective Time").
Sample 1
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Approval, Filing and Effective Time. This Agreement shall be adopted and approved by the BridgeCo and Premier LP in the manner required by the Act. After this Agreement has been adopted and approved, and so long as it has not been terminated pursuant to Section 8 hereof, upon obtaining the requisite approvals under the Act, the LP Agreement and the LLC Agreement, Premier LP and BridgeCo shall file a Certificate of Merger with the Secretary of State of the State of the California (the “Certificate of Merger”). The Merger shall become effective at such time as the Certificate of Merger is accepted by the Secretary of State of the State of California or at such other time as Premier LP and BridgeCo shall agree and specify in the Certificate of Merger (the “Effective Time”).
Sample 1
Approval, Filing and Effective Time. This Agreement and Plan of Merger shall be adopted and approved by the Company and PRI (DEL) in the manner required by the Delaware General Corporation Law, as amended (the "DGCL"), and the New Jersey Business Corporation Act, as amended (the "NJBCA"). After this Agreement and Plan of Merger has been adopted and approved, and so long as it has not been terminated pursuant to Section 6 hereof, the Company and PRI (DEL), upon obtaining the requisite Company shareholder approval under the NJBCA, shall file a certificate of merger with the Secretary of State of New Jersey and a certificate of ownership and merger with the Secretary of State of the State of Delaware. The Merger shall become effective upon the filing of such certificate with the Secretary of State of Delaware (the "Effective Time").
Sample 1
Approval, Filing and Effective Time. This Agreement and Plan of Merger shall be adopted and approved by CPSL - Delaware and the Company in the manner required by the Delaware General Corporation Law, as amended (the “DGCL”), and the Colorado Business Corporation Act, as amended (the “CBCA”), respectively. After this Agreement and Plan of Merger has been adopted and approved, and so long as it has not been terminated pursuant to Section 5 hereof, the Company and CPSL - Delaware, upon obtaining the requisite Company stockholder approval under the CBCA, shall file a certificate of merger with the Secretary of State of Colorado and a certificate of ownership and merger with the Secretary of State of the State of Delaware. The Merger shall become effective upon the filing of such certificate with the Secretary of State of Delaware (the “Effective Time”).
Sample 1

Related to Approval, Filing and Effective Time

  • Closing and Effective Time Subject to the provisions of this Agreement, the parties shall hold a closing (the "Closing") on (i) the first business day on which the last of the conditions set forth in Article V to be fulfilled prior to the Closing is fulfilled or waived or (ii) at such time and place as the parties hereto may agree. Such date shall be the date of Exchange (the "Effective Time").

  • Closing and Effective Time of the Merger The closing of the Merger (the “Closing”) will take place at 10:00 a.m., Eastern time, on a date to be specified by the parties (the “Closing Date”), as promptly as practicable after the satisfaction or waiver of all of the conditions set forth in Article 7 but in any event no later than the second Business Day thereafter (other than those conditions that by their nature are to be satisfied at the Closing, but subject to the fulfillment or waiver of those conditions at the Closing), at the offices of Xxxxxx & Xxxxxxx LLP, 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx, unless another time, date or place is agreed to in writing by the parties hereto. On the Closing Date, or on such other date as Parent and the Company may agree to in writing, Parent, Merger Sub and the Company will cause a certificate of merger (the “Certificate of Merger”), to be executed and filed with the Secretary of State of the State of Delaware in accordance with the relevant provisions of the DGCL and will make all other filings or recordings required under the DGCL. The Merger will become effective at the time the Certificate of Merger will have been duly filed with the Secretary of State of the State of Delaware or such other date and time as is agreed upon by the parties and specified in the Certificate of Merger, such date and time hereinafter referred to as the “Effective Time.”

  • Effective Date and Effective Time The closing of the --------------------------------- transactions contemplated hereby ("Closing") shall take place at the offices of Xxxxxxx, Xxxxxx & Xxxxxxxx, 0000 Xxxxxxxxx Xxx. X.X., Xxxxxxxxxx, X.X. 00000, unless another place is agreed to by RCFC and Bayonne, on a date ("Closing Date") that is no later than 14 days following the date on which the expiration of the last applicable waiting period in connection with notices to and approvals of governmental authorities shall occur and all conditions to the consummation of this Agreement are satisfied or waived, or on such other date as may be agreed to by the parties. Prior to the Closing Date, RCFC and Bayonne shall execute a Certificate of Merger in accordance with all appropriate legal requirements, which shall be filed as required by law on the Closing Date, and the Merger provided for therein shall become effective upon such filing or on such date as may be specified in such Certificate of Merger. The date of such filing or such later effective date as specified in the Certificate of Merger is herein referred to as the "Effective Date." The "Effective Time" of the Merger shall be as set forth in the Certificate of Merger.

  • Filing and Effectiveness The Merger shall become effective when the following actions shall have been completed:

  • The Merger Closing Effective Time 1.1. The Merger 1 1.2. Closing 2 1.3. Effective Time 2

  • The Merger Agreement The following is a summary of material terms of the Merger Agreement. This summary is not a complete description of the terms and conditions thereof and is qualified in its entirety by reference to the full text thereof, which is incorporated herein by reference and a copy of which has been filed with the SEC as an exhibit to Schedule TO. The Merger Agreement may be examined, and copies thereof may be obtained, as set forth in Section 8 above.

  • The Effective Time Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).

  • Merger Agreement The term "Merger Agreement" shall have the meaning set forth in the preface.

  • Amendment to Merger Agreement The Merger Agreement shall be amended as follows:

  • Merger Closing The Merger shall have been consummated.

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