Common use of Consummation of the Merger; Effective Time Clause in Contracts

Consummation of the Merger; Effective Time. The closing of the Merger (the “Closing”) will take place at 10:00 a.m., New York time, on the second business day following the satisfaction or waiver by the party entitled to the benefit thereof, of the conditions set forth in Article VII (other than those conditions that by their nature are to be satisfied at the Closing, but subject to their satisfaction, or waiver by the party entitled to the benefit thereof, at the Closing), or on such other date and at such other time as the parties may mutually agree, at the offices of Xxxxxx Xxxxxxxx Xxxxx & Xxxxxxxx LLP, Xxx Xxxxxxx Xxxxx, Xxx Xxxx, XX 00000. Upon the terms and subject to the conditions set forth herein, as soon as practicable on the Closing Date, the parties shall cause the Merger to be consummated by filing with the Secretary of State of the State of Delaware a duly executed certificate of merger (the “Certificate of Merger”), as required by the DGCL. The Merger shall become effective at such time as the Certificate of Merger is filed with the Secretary of State of the State of Delaware, or at such later time as Parent and the Company shall agree and shall specify in the Certificate of Merger. The date on which the Closing occurs pursuant to this Section 1.07 is referred to herein as the “Closing Date” and the time the Merger becomes effective pursuant to this Section 1.07 is referred to herein as the “Effective Time”.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Dollar Thrifty Automotive Group Inc), Agreement and Plan of Merger (Hertz Global Holdings Inc)

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Consummation of the Merger; Effective Time. The closing of the Merger (the “Closing”) will take place at 10:00 a.m., New York time, on the second business day following the satisfaction or waiver by the party entitled to the benefit thereof, of the conditions set forth in Article VII (other than those conditions that by their nature are to be satisfied at the Closing, but subject to their satisfaction, or waiver by the party entitled to the benefit thereof, at the Closing), or on such other date and at such other time as the parties may mutually agree, at the offices of Xxxxxx Xxxxxxxx Xxxxx & Xxxxxxxx LLP, Xxx Xxxxxxx Xxxxx, Xxx Xxxx, XX 00000. Upon the terms and subject to the conditions set forth herein, as soon as practicable on the Closing Date, the parties shall cause the Merger to be consummated by filing with the Secretary of State of the State of Delaware a duly executed certificate of merger (the “Certificate of Merger”), as required by the DGCL. The Merger shall become effective at such time as the Certificate of Merger is filed with the Secretary of State of the State of Delaware, or at such later time as Parent and the Company shall agree and shall specify in the Certificate of Merger. The date on which the Closing occurs pursuant to this Section 1.07 is referred to herein as the Closing Date” and the time the Merger becomes effective pursuant to this Section 1.07 is referred to herein as the Effective Time”.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger

Consummation of the Merger; Effective Time. The closing of the Merger (the “Closing”) will take place at 10:00 a.m., New York time, on the second business day following the satisfaction or waiver by the party entitled to the benefit thereof, of the conditions set forth in Article VII (other than those conditions that by their nature are to be satisfied at the Closing, but subject to their satisfaction, or waiver by the party entitled to the benefit thereof, at the Closing), or on such other date and at such other time as the parties may mutually agree, at the offices of Xxxxxx Cxxxxx Xxxxxxxx Xxxxx & Xxxxxxxx Hxxxxxxx LLP, Xxx Oxx Xxxxxxx Xxxxx, Xxx Xxxx, XX 00000. Upon the terms and subject to the conditions set forth herein, as soon as practicable on the Closing Date, the parties shall cause the Merger to be consummated by filing with the Secretary of State of the State of Delaware a duly executed certificate of merger (the “Certificate of Merger”), as required by the DGCL. The Merger shall become effective at such time as the Certificate of Merger is filed with the Secretary of State of the State of Delaware, or at such later other time as Parent and the Company shall agree and shall specify in the Certificate of Merger. The date on which the Closing occurs pursuant to this Section 1.07 1.02 is referred to herein as the “Closing Date” and the time the Merger becomes effective pursuant to this Section 1.07 1.02 is referred to herein as the “Effective Time”.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hertz Global Holdings Inc)

Consummation of the Merger; Effective Time. The closing of the Merger (the “Closing”) will take place at 10:00 a.m., New York time, on the second business day following the satisfaction or waiver by the party entitled to the benefit thereof, of the conditions set forth in Article VII (other than those conditions that by their nature are to be satisfied at the Closing, but subject to their satisfaction, or waiver by the party entitled to the benefit thereof, at the Closing), or on such other date and at such other time as the parties may mutually agree, at the offices of Xxxxxx Xxxxxxxx Xxxxx & Xxxxxxxx LLP, Xxx Xxxxxxx Xxxxx, Xxx Xxxx, XX 00000. Upon the terms and subject to the conditions set forth herein, as soon as practicable on the Closing Date, the parties shall cause the Merger to be consummated by filing with the Secretary of State of the State of Delaware a duly executed certificate of merger (the “Certificate of Merger”), as required by the DGCL. The Merger shall become effective at such time as the Certificate of Merger is filed with the Secretary of State of the State of Delaware, or at such later other time as Parent and the Company shall agree and shall specify in the Certificate of Merger. The date on which the Closing occurs pursuant to this Section 1.07 1.02 is referred to herein as the “Closing Date” and the time the Merger becomes effective pursuant to this Section 1.07 1.02 is referred to herein as the “Effective Time”.

Appears in 1 contract

Samples: Agreement and Plan of Merger

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Consummation of the Merger; Effective Time. The closing of the Merger (the “Closing”) will take place at 10:00 a.m., New York Pacific time, on the second business day (2nd) Business Day following the satisfaction or waiver by the party entitled to the benefit thereof, of the conditions set forth in Article VII (other than those conditions that by their nature are to be satisfied at the Closing, but subject to their satisfaction, or waiver by the party entitled to the benefit thereof, at the Closing), or on such other date and at such other time as the parties may mutually agree, at the offices of Xxxxxx Xxxxxxxx Xxxxx & Xxxxxxxx Xxxx LLP, Xxx Xxxxxxx Xxxxx3400 U.S. Bancorp Tower, Xxx Xxxx000 X.X. Xxxxx Xxxxxx, XX Xxxxxxxx, Xxxxxx 00000. Upon the terms and subject to the conditions set forth herein, as soon as practicable on the Closing Date, the parties shall cause the Merger to be consummated by filing with (i) the Secretary of State of the State of Oregon duly executed articles of merger (the “Articles of Merger”), as required by the OBCA and (ii) the Secretary of State of the State of Delaware a duly executed certificate of merger (the “Certificate of Merger”), as required by the DGCL. The Merger shall become effective at such time as the Certificate of Merger is filed with the Secretary of State General Corporation Law of the State of Delaware, in each case, which shall become effective when filed or at such later time as Parent and the Company shall agree and shall specify in the Articles of Merger or the Certificate of Merger, as applicable. The date on which the Closing occurs pursuant to this Section 1.07 1.7 is referred to herein as the “Closing Date” and the time the Merger becomes effective pursuant to this Section 1.07 1.7 is referred to herein as the “Effective Time..

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cascade Corp)

Consummation of the Merger; Effective Time. The closing of the Merger (the "Closing") will take place at 10:00 a.m., New York Pacific time, on the second business day (2nd) Business Day following the satisfaction or waiver by the party entitled to the benefit thereof, of the conditions set forth in Article VII (other than those conditions that by their nature are to be satisfied at the Closing, but subject to their satisfaction, or waiver by the party entitled to the benefit thereof, at the Closing), or on such other date and at such other time as the parties may mutually agree, at the offices of Mixxxx Xaxx XLP, 3400 U.S. Bancorp Tower, 110 X.X. Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxx Xxxxxxxx Xxxxx & Xxxxxxxx LLP, Xxx Xxxxxxx Xxxxx, Xxx Xxxx, XX 00000. Upon the terms and subject to the conditions set forth herein, as soon as practicable on the Closing Date, the parties shall cause the Merger to be consummated by filing with (i) the Secretary of State of the State of Oregon duly executed articles of merger (the "Articles of Merger"), as required by the OBCA and (ii) the Secretary of State of the State of Delaware a duly executed certificate of merger (the "Certificate of Merger"), as required by the DGCL. The Merger shall become effective at such time as the Certificate of Merger is filed with the Secretary of State General Corporation Law of the State of Delaware, in each case, which shall become effective when filed or at such later time as Parent and the Company shall agree and shall specify in the Articles of Merger or the Certificate of Merger, as applicable. The date on which the Closing occurs pursuant to this Section 1.07 1.7 is referred to herein as the "Closing Date" and the time the Merger becomes effective pursuant to this Section 1.07 1.7 is referred to herein as the "Effective Time."

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cascade Corp)

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