Common use of Assets, Liabilities, Reserves and Accounts Clause in Contracts

Assets, Liabilities, Reserves and Accounts. At the Effective Time, the assets, liabilities, reserves and accounts of each of the Purchaser and the Company shall be taken up on the books of the Surviving Corporation at the amounts at which they respectively shall be carried on the books of said corporations immediately prior to the Effective Time, except as otherwise set forth on this Agreement and subject to such adjustments, or elimination of intercompany items, as may be appropriate in giving effect to the Merger in accordance with generally accepted accounting principles.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Petrohawk Energy Corp), Agreement and Plan of Merger (KCS Energy Inc)

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Assets, Liabilities, Reserves and Accounts. At the Effective Time, the assets, liabilities, reserves and accounts of each of the Purchaser Merger Sub and the Company shall be taken up on the books of the Surviving Corporation at the amounts at which they respectively shall be carried on the books of said corporations immediately prior to the Effective Time, except as otherwise set forth on this Agreement and subject to such adjustments, or elimination of intercompany items, as may be appropriate in giving effect to the Merger in accordance with generally accepted accounting principles.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Physician Reliance Network Inc), Agreement and Plan of Merger (American Oncology Resources Inc /De/)

Assets, Liabilities, Reserves and Accounts. At the Effective Time, the assets, liabilities, reserves and accounts of each of the Purchaser Parent and the Company shall be taken up on the books of the Surviving Corporation at the amounts at which they respectively shall be carried on the books of said corporations immediately prior to the Effective Time, except as otherwise set forth on this Agreement and subject to such adjustments, or elimination of intercompany items, as may be appropriate in giving effect to the Merger in accordance with generally accepted accounting principles.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Petrohawk Energy Corp), Agreement and Plan of Merger (KCS Energy Inc)

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Assets, Liabilities, Reserves and Accounts. At the Effective Time, the assets, liabilities, reserves and accounts of each of the Purchaser Subsidiary and the Company ASG shall be taken up on the books of the Surviving Corporation at the amounts at which they respectively shall be are carried on the books of said corporations immediately prior to the Effective Time, except as otherwise set forth on in this Agreement Plan of Merger and subject to such adjustments, or elimination of intercompany items, as may be appropriate in giving effect to the Merger in accordance with generally accepted accounting principles.

Appears in 1 contract

Samples: Plan and Agreement of Merger (America Service Group Inc /De)

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