Closing Date Merger Agreement Sample Clauses

Closing Date Merger Agreement. As of the Original Closing Date, the Borrower has delivered to Agent a complete and correct copy of the Closing Date Merger Agreement (including all schedules, exhibits, amendments, supplements, modifications, assignments and all other material documents delivered pursuant thereto or in connection therewith). No Credit Party is in default in the performance or compliance with any material provisions thereof. The Closing Date Merger Agreement complies in all material respects with, and the Closing Date Merger has been consummated in all material respects in accordance with, all applicable Requirements of Law. The Closing Date Merger Agreement is in full force and effect as of the Original Closing Date and has not been terminated, rescinded or withdrawn.
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Closing Date Merger Agreement. As of the Original Closing Date, the Issuer has delivered to Agent and the Purchasers a complete and correct copy of the Closing Date Merger Agreement (including all schedules, exhibits, amendments, supplements, modifications, assignments and all other material documents delivered pursuant thereto or in connection therewith). No Credit Party is in default in the performance or compliance with any material provisions thereof. The Closing Date Merger Agreement complies in all material respects with, and the Closing Date Merger has been consummated or substantially simultaneously herewith shall be consummated in all material respects in accordance with, all applicable Requirements of Law. The Closing Date Merger Agreement is in full force and effect as of the Original Closing Date and has not been terminated, rescinded or withdrawn.
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Closing Date Merger Agreement 
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Related to Closing Date Merger Agreement

  • 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.

  • 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:

  • Amendments to the Merger Agreement The Merger Agreement is hereby amended as follows:

  • of the Merger Agreement Section 3.5 of the Merger Agreement shall be deleted and replaced in its entirety with the following:

  • Closing Transactions On the terms and subject to the conditions set forth in this Agreement, the following transactions shall occur in the order set forth in this Section 2.1:

  • 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.”

  • Acquisition Agreement The Administrative Agent shall have received a fully executed or conformed copy of the Acquisition Agreement which shall be in full force and effect.

  • Amendments to Merger Agreement The Merger Agreement is hereby amended as follows:

  • Termination of Merger Agreement Notwithstanding anything to the contrary contained herein, in the event that the Merger Agreement is terminated in accordance with its terms prior to the Closing, this Agreement and all rights and obligations of the parties hereunder shall automatically terminate and be of no further force or effect.

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