CPG MERGER AGREEMENT Sample Clauses

CPG MERGER AGREEMENT. The Borrower has completed or undertaken all transactions pursuant to Section 6.6 of the CPG Merger Agreement and has deposited Seven Hundred Thousand Dollars ($700,000) into the Rochester Environmental Escrow Account (as defined in the CPG Merger Agreement) to provide the indemnification set forth in Section 10.2(b)(i)(B) of the CPG Merger Agreement.
Sample 1
AutoNDA by SimpleDocs

Related to CPG MERGER AGREEMENT

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

  • of the Merger Agreement Section 6.10 of the Merger Agreement is hereby amended and restated in its entirety as follows:

  • Termination of Merger Agreement This Agreement shall be binding upon Holder upon Holder’s execution and delivery of this Agreement, but this Agreement shall only become effective upon the Closing. 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.

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

  • Plan of Merger This Agreement shall constitute an agreement of merger for purposes of the DGCL.

  • Second Merger At the Second Effective Time, by virtue of the Second Merger and without any action on the part of the Surviving Corporation or Parent or the holders of any securities of the Surviving Corporation or Parent, each share of common stock, par value $0.001 per share, of the Surviving Corporation issued and outstanding immediately prior to the Second Effective Time shall no longer be outstanding and shall automatically be canceled and shall cease to exist without any consideration being payable therefor.

  • The Merger On the terms and subject to the conditions set forth in this Agreement, and in accordance with the DGCL (including Section 251(h) of the DGCL), Merger Sub shall be merged with and into the Company at the Effective Time. At the Effective Time, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation (the “Surviving Corporation”).

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

  • Consummation of Merger The parties hereto expressly acknowledge that the consummation of the transactions hereunder is subject to consummation of the Merger. Nothing herein shall be construed to require Seller to consummate the Merger or take steps in furtherance thereof.

  • AGREEMENT AND PLAN OF MERGER ANNEX A-9

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!