Common use of Closing; Effective Time Clause in Contracts

Closing; Effective Time. The consummation of the transactions contemplated by this Agreement (the “Closing”) shall take place at the offices of Bond, Xxxxxxxxx & Xxxx, PLLC, Xxx Xxxxxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx 00000 no later than the third business day after the satisfaction or waiver of the last to be satisfied or waived of the conditions set forth in ARTICLE 7 and ARTICLE 8, unless another time, date or place is agreed to in writing by the parties hereto. The date on which the Closing actually takes place is referred to as the “Closing Date”. Subject to the provisions of this Agreement, a certificate of merger satisfying the applicable requirements of the DGCL shall be duly executed by the Company and Merger Sub in connection with the Closing and, concurrently with or immediately following the Closing, filed with the Secretary of State of the State of Delaware. The Merger shall become effective (the “Effective Time”) at the time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or at such later time as may be specified in such certificate of merger with the consent of Parent.

Closing; Effective Time. The consummation Subject to the provisions of Article V, the closing of the transactions contemplated by this Agreement Merger (the “"Closing”") shall take place in New York City at the offices of BondXxxxxxx Xxxxxxx & Xxxxxxxx, 000 Xxxxxxxxx & Xxxxxx, Xxx Xxxx, PLLCXxx Xxxx, Xxx Xxxxxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx 00000 as soon as practicable but in no event later than the third first business day after the satisfaction or waiver of the last to be satisfied or waived of the conditions set forth in ARTICLE 7 Article V, or at such other place or at such other date as Parent and ARTICLE 8, unless another time, date or place is agreed to in writing by the parties heretoCompany may mutually agree. The date on which the Closing actually takes place occurs is hereinafter referred to as the “"Closing Date”". Subject At the Closing, the parties hereto shall cause the Merger to the provisions of be consummated by filing this Agreement, Agreement or a certificate of merger satisfying or a certificate of ownership and merger (the applicable requirements "Certificate of the DGCL shall be duly executed by the Company and Merger Sub in connection with the Closing and, concurrently with or immediately following the Closing, filed Merger") with the Secretary of State of the State of Delaware. The Merger shall become effective , in such form as required by and executed in accordance with the relevant provisions of the DGCL (the “Effective Time”) at the date and time of the filing of such certificate the Certificate of merger Merger with the Secretary of State of the State of Delaware (or at such later time as may be is specified in such certificate the Certificate of merger with Merger) being the consent of Parent"Effective Time").

Closing; Effective Time. The consummation Subject to the provisions of Article VII, the closing of the transactions contemplated by this Agreement Merger (the “"Closing”") shall take place in New York City at the offices of BondXxxxxxx Xxxxxxx & Xxxxxxxx, 000 Xxxxxxxxx & Xxxxxx, Xxx Xxxx, PLLCXxx Xxxx, Xxx Xxxxxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx 00000 as soon as practicable but in no event later than the third first business day after the satisfaction or waiver of the last to be satisfied or waived of the conditions set forth in ARTICLE 7 Article VII, or at such other place or at such other date as Parent and ARTICLE 8, unless another time, date or place is agreed to in writing by the parties heretoCompany may mutually agree. The date on which the Closing actually takes place occurs is hereinafter referred to as the “"Closing Date”". Subject At the Closing, the parties hereto shall cause the Merger to the provisions of be consummated by filing this Agreement, Agreement or a certificate of merger satisfying or a certificate of ownership and merger (the applicable requirements "Certificate of the DGCL shall be duly executed by the Company and Merger Sub in connection with the Closing and, concurrently with or immediately following the Closing, filed Merger") with the Secretary of State of the State of Delaware. The Merger shall become effective , in such form as required by and executed in accordance with the relevant provisions of the DGCL (the “Effective Time”) at the date and time of the filing of such certificate the Certificate of merger Merger with the Secretary of State of the State of Delaware (or at such later time as may be is specified in such certificate the Certificate of merger with Merger) being the consent of Parent"Effective Time").

Closing; Effective Time. The consummation closing of the transactions contemplated by this Agreement Merger (the “"Closing”") shall will take place at 10:00 a.m. (New York time) on a date specified by the offices of Bondparties hereto, Xxxxxxxxx & Xxxx, PLLC, Xxx Xxxxxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx 00000 no which date shall not be later than the third business day two (2) Business Days after the satisfaction or waiver of the last to be satisfied or waived of the conditions set forth in ARTICLE 7 Sections 6.1, 6.2 and ARTICLE 86.3 at the offices of Herrxxx, unless another Xxinxxxxx XXX, Two Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, xx such other time, date or place is as agreed to in writing by the parties hereto. The hereto (the date on which the Closing actually takes place is shall occur being referred to in this Agreement as the “"Closing Date”"). Subject to Contemporaneously with or as promptly as practicable after the provisions of this AgreementClosing, a certificate of merger satisfying (the applicable requirements "Certificate of the DGCL Merger") shall be duly executed prepared and acknowledged by the Company Surviving Corporation and Merger Sub in connection with the Closing and, concurrently with or immediately following the Closing, thereafter filed with the Secretary of State of the State of Delaware, in such form as is required by, and executed in accordance with the relevant provisions of, the DGCL. The Merger shall become effective (the “Effective Time”) at the time of upon the filing of such certificate the Certificate of merger Merger with the Secretary of State of the State of Delaware or at (the date and time of such later time as may be specified in such certificate of merger with filing being the consent of Parent"Effective Time").

Closing; Effective Time. The consummation of the transactions contemplated by this Agreement (the “"Closing”") shall take place at the offices of BondXxxxxxx, Xxxxxxxxx & Xxxx, PLLC, Xxx Xxxxxxx Xxxxxx, XxxxxxxxXxxxxxx, Xxx Xxxx Rock & Fields, Chartered, 000 X. Xxxxxxx Xxxxxxxxx, 00xx Xxxxx, Xxxxx, Xxxxx 00000 no later than as soon as practical following the third business day after the satisfaction or waiver completion of the last to be satisfied Fairness Hearing described herein or waived of the conditions set forth in ARTICLE 7 at such other time and ARTICLE 8, unless another time, date or place is agreed to in writing by AGREEMENT AND PLAN OF MERGER - 1 as the parties heretomay agree (the "Scheduled Closing Time"). (The date on which the Closing actually takes place is referred to in this Agreement as the “"Closing Date”. Subject to .") Contemporaneously with or as promptly as practicable after the provisions of this AgreementClosing, a properly executed certificate of merger satisfying (the applicable "Certificate of Merger"), conforming to the requirements of the DGCL Delaware Law, shall be duly executed by the Company and Merger Sub in connection with the Closing and, concurrently with or immediately following the Closing, filed with the Secretary of State of the State of Delaware. The Merger shall become effective (the “Effective Time”) at the time such Certificate of the filing of such certificate of merger Merger is filed with and accepted by the Secretary of State of the State of Delaware or at such later time as may be specified in such certificate of merger with (the consent of Parent"Effective Time").

Closing; Effective Time. The consummation of the transactions contemplated by this Agreement Merger (the “Closing”) shall take place at the offices of BondCooley Godward Kronish LLP, Xxxxxxxxx & Xxxx, PLLC, Xxx 0000 Xxxxxxx Xxxxxx, XxxxxxxxXxxx Xxxx, Xxx Xxxx 00000 Xxxxxxxxxx, at 10:00 a.m. on a date to be designated by Parent (the “Closing Date”), which shall be no later than the third second business day after the satisfaction or waiver of the last to be satisfied or waived of the conditions set forth in ARTICLE 7 and ARTICLE 8, unless another time, date or place is agreed to in writing by the parties hereto. The date on which the Closing actually takes place is referred to as the “Closing Date”Section 7. Subject to the provisions of this Agreement, Parent, Acquisition Sub and the Company shall cause the Merger to be consummated by causing a certificate of merger satisfying the applicable requirements complying with Section 251 or a certificate of ownership and merger complying with Section 253, as applicable, of the DGCL shall (either, the “Certificate of Merger”) to be duly executed by the Company and Merger Sub in connection with the Closing and, concurrently with or immediately following the Closing, filed with the Secretary of State of the State of DelawareDelaware on the Closing Date. The Merger shall become effective (upon the “Effective Time”) at the date and time of the filing of such certificate Certificate of merger with the Secretary of State of the State of Delaware Merger, or at such later time as may be mutually agreed in writing by the Company and Parent and specified in such certificate Certificate of merger with Merger (the consent of Parent“Effective Time”).

Closing; Effective Time. The consummation Subject to the provisions of Article V, the closing of the transactions contemplated by this Agreement Merger (the “"Closing”") shall take place in New York City at the offices of BondSxxxxxx Xxxxxxx & Bxxxxxxx, 400 Xxxxxxxxx & Xxxxxx, Xxx Xxxx, PLLCXxx Xxxx, Xxx Xxxxxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx 00000 as soon as practicable but in no event later than the third first business day after the satisfaction or waiver of the last to be satisfied or waived of the conditions set forth in ARTICLE 7 Article V, or at such other place or at such other date as Parent and ARTICLE 8, unless another time, date or place is agreed to in writing by the parties heretoCompany may mutually agree. The date on which the Closing actually takes place occurs is hereinafter referred to as the “"Closing Date”". Subject At the Closing, the parties hereto shall cause the Merger to the provisions of be consummated by filing this Agreement, Agreement or a certificate of merger satisfying or a certificate of ownership and merger (the applicable requirements "Certificate of the DGCL shall be duly executed by the Company and Merger Sub in connection with the Closing and, concurrently with or immediately following the Closing, filed Merger") with the Secretary of State of the State of Delaware. The Merger shall become effective , in such form as required by and executed in accordance with the relevant provisions of the DGCL (the “Effective Time”) at the date and time of the filing of such certificate the Certificate of merger Merger with the Secretary of State of the State of Delaware (or at such later time as may be is specified in such certificate the Certificate of merger with Merger) being the consent of Parent"Effective Time").

Closing; Effective Time. The consummation closing of the transactions contemplated by this Agreement Merger (the “Closing”) shall take place at the offices of BondSidley Austin LLP, Xxxxxxxxx & 1801 Page Xxxx Xxxx, PLLCXxxxx 000, Xxx Xxxxxxx XxxxxxXxxx Xxxx, XxxxxxxxXxxxxxxxxx, Xxx Xxxx 00000 00000, at a time and date to be specified by the parties, which shall be no later than the third second business day after the satisfaction or waiver of the last to be satisfied or waived of the conditions set forth in ARTICLE 7 Article III, or at such other place and ARTICLE 8, unless another time, time and/or on such other date or place is agreed to in writing by as Parent and the parties heretoCompany may agree. The date on upon which the Closing actually takes place occurs is herein referred to as the “Closing Date”. Subject to the provisions of this Agreement.” Simultaneously with, a certificate of merger satisfying the applicable requirements of the DGCL shall be duly executed by the Company and Merger Sub in connection with the Closing andor as soon as practicable following, concurrently with or immediately following the Closing, filed with the Secretary Company as the surviving corporation shall file the Certificate of State of the State of Delaware. The Merger shall become effective (the “Effective Time”) at the time of the filing of such certificate of merger with the Secretary of State of the State of Delaware as provided in Section 252(c) of the DGCL. The Merger shall become effective at the later of such time as the Certificate of Merger is so filed or at such later time as may be specified is set forth in such certificate the Certificate of merger with Merger, if different, which time is hereinafter referred to as the consent of Parent“Effective Time.”

Closing; Effective Time. The consummation of the transactions contemplated by this Agreement Merger (the “Closing”) shall take place at the offices of BondFenwick & West LLP, Xxxxxxxxx & Xxxx, PLLC, Xxx 000 Xxxxxxx Xxxxxx, XxxxxxxxXxx Xxxxxxxxx, Xxx Xxxx 00000 Xxxxxxxxxx, on a date to be mutually agreed upon by Parent and the Company, which shall be no later than the third second business day after the satisfaction or waiver of the last to be satisfied or waived of the conditions set forth in ARTICLE Sections 6 and 7 and ARTICLE 8, unless another time, date or place is agreed (other than conditions that by their terms are to in writing by be satisfied on the parties heretoClosing Date). The date on which the Closing actually takes place is referred to as the “Closing Date”. .” Subject to the provisions of this Agreement, a certificate of merger satisfying that satisfies the applicable requirements of the DGCL shall be duly executed by the Company and Merger Sub in connection with the Closing and, concurrently with or immediately as soon as practicable following the Closing, Closing shall be filed on the Closing Date with the Secretary of State of the State of Delaware. The Merger shall become effective (the “Effective Time”) at the time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or at such later time as may be agreed by Parent and the Company and specified in such certificate of merger with (the consent time as of Parentwhich the Merger becomes effective being referred to as the “Effective Time”).

Closing; Effective Time. The consummation of the transactions contemplated by this Agreement (the “Closing”) shall take place at the offices of Bond, Xxxxxxxxx Sxxxxxxxx & XxxxKxxx, PLLC, Xxx Oxx Xxxxxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx 00000 no later than the third business day after the satisfaction or waiver of the last to be satisfied or waived of the conditions set forth in ARTICLE 7 and ARTICLE 8, 8 unless another time, date or place is agreed to in writing by the parties hereto. The date on which the Closing actually takes place is referred to as the “Closing Date”. Subject to the provisions of this Agreement, a certificate of merger satisfying the applicable requirements of the DGCL shall be duly executed by the Company and Merger Sub in connection with the Closing and, concurrently with or immediately following the Closing, filed with the Secretary of State of the State of Delaware. The Merger shall become effective (the “Effective Time”) at the time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or at such later time as may be specified in such certificate of merger with the consent of Parent.

Closing; Effective Time. The consummation of the transactions contemplated by this Agreement (the “Closing”) shall take place at the offices of BondXxxxxx Godward Kronish llp, Xxxxxxxxx & XxxxOne Freedom Square, PLLCReston Town Center, Xxx 00000 Xxxxxxx Xxxxx, Xxxxxx, Xxxxxxxx, Xxx Xxxx Xxxxxxxx 00000 no later than at 10:00 a.m. Eastern time on the third second business day after following the satisfaction or (or, to the extent permitted by law, waiver of the last to be satisfied or waived appropriate party) of all of the conditions set forth in ARTICLE 7 Sections 6 and ARTICLE 87, unless another timeor at such other place, time and date or place is as shall be agreed to in writing by between the parties heretoParent and the Company. The date on which the Closing actually takes place occurs is referred to in this Agreement as the “Closing Date”. Subject to the provisions of this Agreement, a certificate of merger satisfying the applicable requirements of the DGCL (the “Certificate of Merger”) shall be duly executed by the Company and Merger Sub in connection with the Closing and, concurrently with or immediately as soon as practicable following the Closing, delivered to the Secretary of State of the State of Delaware for filing. The Merger shall become effective upon the date and time that the Certificate of Merger is filed with the Secretary of State of the State of Delaware. The Merger shall become effective Delaware (the “Effective Time”) at the time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or at such later time as may be specified in such certificate of merger with the consent of Parent).

Closing; Effective Time. The consummation of the transactions contemplated by this Agreement (the “Closing”) shall take place at the offices of BondO’Melveny & Xxxxx LLP, Xxxxxxxxx & 0000 Xxxx Xxxx Xxxx, PLLCXxxxx Xxxx, Xxx Xxxxxxx Xxxxxx, Xxxxxxxx, Xxx Xxxx XX 00000 no later than the third business day after the satisfaction or waiver of the last to be satisfied or waived of the conditions set forth in ARTICLE 7 and ARTICLE 8, unless another time, date or place is agreed to in writing by the parties hereto. The date on which the Closing actually takes place is referred to as the “Closing Date”. .” Subject to the provisions of this Agreement, a certificate of merger satisfying the applicable requirements of the DGCL shall be duly executed by the Company and Merger Sub in connection with the Closing and, concurrently with or immediately following the Closing, filed with the Secretary of State of the State of Delaware. The Merger shall become effective (the “Effective Time”) at the time of the filing of such certificate of merger with the Secretary of State of the State of Delaware or at such later time as may be specified in such certificate of merger with the consent of Parent.