Effect of the GP Merger Sample Clauses

Effect of the GP Merger. By virtue of the GP Merger and without any action on the part of MLP GP, Parent GP or their respective partners: (i) the general partner interest and limited partner interest of MLP GP issued and outstanding immediately prior to the GP Merger Effective Time shall be canceled and cease to exist, and no former partner of MLP GP, in its capacity as such, shall have any partnership or other interest in the surviving limited partnership of the GP Merger, (ii) the general partner interest and limited partner interest of Parent GP issued and outstanding immediately prior to the GP Merger Effective Time shall not be affected and shall remain issued and outstanding as the partnership interests of the surviving limited partnership in the GP Merger, and (iii) the Parent Managing GP and ETE shall continue as the sole general partner and limited partner, respectively, of Parent GP following the GP Merger Effective Time. At the Effective Time, (x) the certificate of limited partnership of Parent GP as in effect immediately prior to the Effective Time shall remain unchanged and shall be the certificate of limited partnership of the surviving limited partnership in the GP Merger from and after the Effective Time, and thereafter may be amended as provided therein or by Law and (y) the agreement of limited partnership of Parent GP as in effect immediately prior to the Effective Time shall remain unchanged and shall be the agreement of limited partnership of the surviving limited partnership in the GP Merger from and after the Effective Time, and thereafter may be amended as provided therein or by Law.
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Effect of the GP Merger. At the GP Merger Effective Time: (a) the certificate of formation of WMLP GP as in effect immediately prior to the GP Merger Effective Time shall continue as the certificate of formation of the Surviving GP Entity; (b) all limited liability company interests of GP Merger Sub issued and outstanding immediately prior to the GP Merger Effective Time shall be converted into 100% of the limited liability company interests of the Surviving GP Entity; (c) the WMLP GP LLC Agreement as in effect immediately prior to the GP Merger Effective Time shall continue as the limited liability company agreement of the Surviving GP Entity; (d) TMLP shall be admitted as the sole member of WMLP GP and all members of WMLP GP immediately prior to the GP Merger shall simultaneously cease to be members of WMLP GP; (e) WMLP GP shall continue without dissolution; and (f) the books and records of WMLP GP shall be revised to reflect the foregoing.
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Effect of the GP Merger. By virtue of the GP Merger and without any action on the part of WPZ General Partner, ACMP General Partner, or their respective members, or any other Person: (i) all outstanding limited liability company interests of WPZ General Partner issued and outstanding immediately prior to the GP Merger Effective Time shall be canceled and cease to exist, and no former member of WPZ General Partner, in its capacity as such, shall have any membership or other interest in the surviving limited liability company of the GP Merger, (ii) all outstanding limited liability company interests of ACMP General Partner issued and outstanding immediately prior to the GP Merger Effective Time shall not be affected and shall remain issued and outstanding as the limited liability company interests of the surviving limited liability company in the GP Merger, and (iii) AMV shall continue as the sole member of ACMP General Partner following the GP Merger Effective Time. The ACMP GP LLC Agreement as in effect immediately prior to the Execution Date shall be the limited liability company agreement of the surviving limited liability company in the GP Merger until thereafter amended in accordance with its terms and as provided by applicable Law, and the certificate of formation of ACMP General Partner shall be the certificate of formation of the surviving limited liability company in the GP Merger.
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Effect of the GP Merger. The GP Merger shall have the effects set forth herein and in the applicable provisions of the DLLCA. Without limiting the generality of the foregoing, and subject thereto, at the GP Merger Effective Time, all the properties, rights, privileges, powers and franchises of JPE GP and Merger Sub GP shall vest in the Surviving Company, and all debts, liabilities and duties of JPE GP and Merger Sub GP shall become the debts, liabilities and duties of the Surviving Company.
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Related to Effect of the GP Merger

  • Effect of the Merger At the Effective Time, the effect of the Merger will be as provided in this Agreement and the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all (a) of the property, rights, privileges, powers and franchises of the Company and Merger Sub will vest in the Surviving Corporation; and (b) debts, liabilities and duties of the Company and Merger Sub will become the debts, liabilities and duties of the Surviving Corporation.

  • Effect of the Mergers (a) At the First Effective Time, the effect of the First Merger shall be as provided in this Agreement, the First Certificate of Merger and the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the First Effective Time, all the property, rights, privileges, agreements, powers and franchises, debts, liabilities, duties and obligations of First Merger Sub and the Company shall become the property, rights, privileges, agreements, powers and franchises, debts, liabilities, duties and obligations of the Surviving Corporation, which shall include the assumption by the Surviving Corporation of any and all agreements, covenants, duties and obligations of First Merger Sub and the Company set forth in this Agreement to be performed after the First Effective Time.

  • Effect of Merger (a) At the effective time of the certificate of merger:

  • Effect of Merger on Capital Stock At the Effective Time, by virtue of the Merger and without any action on the part of Merger Sub, the Company or the holders of any equity interests of the Company or Merger Sub, as applicable:

  • Effect of the Merger on Capital Stock At the Effective Time, by virtue of the Merger and without any action on the part of Parent, Merger Sub, the Company, or any holder of any securities of Parent, Merger Sub or the Company:

  • Effect of Merger, Consolidation, Etc At the option of the Holder, the sale, conveyance or disposition of all or substantially all of the assets of the Borrower, the effectuation by the Borrower of a transaction or series of related transactions in which more than 50% of the voting power of the Borrower is disposed of, or the consolidation, merger or other business combination of the Borrower with or into any other Person (as defined below) or Persons when the Borrower is not the survivor shall either: (i) be deemed to be an Event of Default (as defined in Article III) pursuant to which the Borrower shall be required to pay to the Holder upon the consummation of and as a condition to such transaction an amount equal to the Default Amount (as defined in Article III) or (ii) be treated pursuant to Section 1.6(b) hereof. “Person” shall mean any individual, corporation, limited liability company, partnership, association, trust or other entity or organization.

  • Effect of Consent (a) After an amendment, supplement or waiver becomes effective, it will bind every Holder unless it is of the type requiring the consent of each Holder affected. If the amendment, supplement or waiver is of the type requiring the consent of each Holder affected, the amendment, supplement or waiver will bind each Holder that has consented to it and every subsequent Holder of a Note that evidences the same debt as the Note of the consenting Holder.

  • Effect of Consents After an amendment, supplement, waiver or other action becomes effective as to any series of Securities, a consent to it by a Holder of such series of Securities is a continuing consent conclusive and binding upon such Holder and every subsequent Holder of the same Securities or portion thereof, and of any Security issued upon the transfer thereof or in exchange therefor or in place thereof, even if notation of the consent is not made on any such Security. An amendment, supplement or waiver becomes effective in accordance with its terms and thereafter binds every Holder.

  • Effects of Merger The Merger shall have the effects set forth in Section 259 of the DGCL.

  • Effect of the Merger on Capital Stock Exchange of Certificates Equity-Based Awards

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