Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 30 contracts
Samples: Merger Agreement (INPHI Corp), Merger Agreement, Merger Agreement (INPHI Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 27 contracts
Samples: Merger Agreement (Quality Systems, Inc), Agreement and Plan of Merger (Nuance Communications, Inc.), Merger Agreement (Answers CORP)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 27 contracts
Samples: Merger Agreement (Sun Microsystems, Inc.), Merger Agreement (Seebeyond Technology Corp), Merger Agreement (Sun Microsystems, Inc.)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub Purchaser shall vest in the Surviving Corporation, and all debts, liabilities liabilities, obligations, restrictions, disabilities and duties of Target the Company and Merger Sub Purchaser shall become the debts, liabilities liabilities, obligations, restrictions, disabilities and duties of the Surviving Corporation.
Appears in 24 contracts
Samples: Merger Agreement (Aqua Alliance Inc), Agreement and Plan of Merger (Novartis Inc), Merger Agreement (Concord Merger Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 22 contracts
Samples: Merger Agreement (Mateon Therapeutics Inc), Merger Agreement (Business Objects Sa), Merger Agreement (Genstar Therapeutics Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all of the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 22 contracts
Samples: Merger Agreement (Neophotonics Corp), Merger Agreement (Lumentum Holdings Inc.), Merger Agreement (Microsemi Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 18 contracts
Samples: Merger Agreement (Colt Defense LLC), Merger Agreement (Fusion-Io, Inc.), Merger Agreement (Broadcom Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub Purchaser shall vest in the Surviving Corporation, and all debts, liabilities liabilities, obligations, restrictions, disabilities and duties of Target the Company and Merger Sub Purchaser shall become the debts, liabilities liabilities, obligations, restrictions, disabilities and duties of the Surviving Corporation.
Appears in 15 contracts
Samples: Merger Agreement (Shopko Stores Inc), Merger Agreement (Ud Delaware Corp), Merger Agreement (Saturn Electronics & Engineering Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 12 contracts
Samples: Merger Agreement (Stratasys Inc), Merger Agreement (Saflink Corp), Merger Agreement (Bonds.com Group, Inc.)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 8 contracts
Samples: Agreement and Plan of Reorganization (Omniture, Inc.), Merger Agreement (Kyphon Inc), Agreement and Plan of Reorganization (Visual Sciences, Inc.)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise provided herein, all the property, rights, privileges, powers and franchises of Target and Merger Sub and the Company shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub and the Company shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 8 contracts
Samples: Merger Agreement (Language Line Costa Rica, LLC), Merger Agreement (Language Line Holdings, Inc.), Merger Agreement (Orion Network Systems Inc/New/)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise agreed to pursuant to the terms of this Agreement, all of the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Otonomo Technologies Ltd.), Merger Agreement, Merger Agreement (Coupa Software Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise agreed to pursuant to the terms of this Agreement, all of the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 7 contracts
Samples: Merger Agreement (Quantum Corp /De/), Merger Agreement (Salesforce Com Inc), Merger Agreement (Nuance Communications, Inc.)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective TimeTime all of the assets, all the propertyproperties, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all of the debts, liabilities liabilities, obligations, restrictions and duties of Target the Company and Merger Sub shall become the debts, liabilities liabilities, obligations, restrictions and duties of the Surviving Corporation.
Appears in 7 contracts
Samples: Merger Agreement (Sybase Inc), Merger Agreement (Sybase Inc), Merger Agreement (Extended Systems Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall will be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target and Merger Sub shall Company will vest in the Surviving Corporation, and all debts, liabilities liabilities, obligations and duties of Target and Merger Sub shall Company will become the debts, liabilities liabilities, obligations and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Merger Agreement (Wavedancer, Inc.), Merger Agreement (Myos Rens Technology Inc.), Merger Agreement (Alliqua BioMedical, Inc.)
Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Merger Agreement (Centra Software Inc), Merger Agreement (Opentv Corp), Merger Agreement (Agilent Technologies Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Agreement and Plan of Reorganization (Ashford Com Inc), Agreement and Plan of Reorganization (Human Genome Sciences Inc), Agreement and Plan of Reorganization (I2 Technologies Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Merger Agreement (On Technology Corp), Merger Agreement (Eclipsys Corp), Merger Agreement (Symantec Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertyassets, properties, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all of the debts, liabilities liabilities, obligations, restrictions and duties of Target the Company and Merger Sub shall become the debts, liabilities liabilities, obligations, restrictions and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Merger Agreement (Genentech Inc), Merger Agreement (Optical Communication Products Inc), Merger Agreement (Tanox Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law, including Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Merger Agreement (8x8 Inc /De/), Merger Agreement (Netlogic Microsystems Inc), Merger Agreement (Netlogic Microsystems Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise provided herein, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Merger Agreement (RespireRx Pharmaceuticals Inc.), Merger Agreement (Cortex Pharmaceuticals Inc/De/), Merger Agreement (Tegal Corp /De/)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub the Company shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub the Company shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Merger Agreement (Cisco Systems, Inc.), Merger Agreement (Splunk Inc), Agreement and Plan of Merger (Acacia Communications, Inc.)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Merger Agreement (Cybersource Corp), Merger Agreement (Visa Inc.), Merger Agreement (Micron Technology Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers powers, and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities liabilities, and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Merger Agreement (Insightful Corp), Agreement and Plan of Reorganization (Netscreen Technologies Inc), Merger Agreement (Sage Inc/Ca)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at At the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Ellie Mae Inc), Merger Agreement (Euniverse Inc), Merger Agreement (Euniverse Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Purchaser and Merger Sub the Company shall vest in the Surviving Corporation, and all debts, liabilities liabilities, obligations, restrictions, disabilities and duties of Target Purchaser and Merger Sub the Company shall become the debts, liabilities liabilities, obligations, restrictions, disabilities and duties of the Surviving Corporation.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Royal Ahold), Merger Agreement (Steinberg Craig B), Merger Agreement (Atalanta Acquisition Co)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 5 contracts
Samples: Merger Agreement (MongoDB, Inc.), Agreement and Plan of Merger (Glu Mobile Inc), Merger Agreement (Smith Micro Software Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub the Purchaser shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub the Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 5 contracts
Samples: Merger Agreement (Olivetti S P A), Agreement and Plan of Merger (Cellular Communications International Inc), Merger Agreement (Kerr Acquistion Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 5 contracts
Samples: Agreement and Plan of Merger, Merger Agreement (Outerwall Inc), Agreement and Plan of Merger (Affymetrix Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 5 contracts
Samples: Merger Agreement (Neon Systems Inc), Merger Agreement (Progress Software Corp /Ma), Merger Agreement (Progress Software Corp /Ma)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Strategic Distribution Inc), Merger Agreement (Good Guys Inc), Merger Agreement (Unilab Corp /De/)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law, including Section 259 thereof. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 5 contracts
Samples: Agreement and Plan of Reorganization, Agreement and Plan of Reorganization (Netratings Inc), Agreement and Plan of Reorganization (Netratings Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target and Merger Sub Individual shall vest in the Surviving Corporation, and all debts, liabilities liabilities, obligations and duties of Target and Merger Sub Individual shall become the debts, liabilities liabilities, obligations and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Merger Agreement (Individual Inc), Merger Agreement (Desktop Data Inc), Merger Agreement (Desktop Data Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all of the property, rights, privileges, powers and franchises of Target Seagate and Merger Sub shall vest in the Surviving Corporation, and all of the debts, liabilities Liabilities and duties of Target Seagate and Merger Sub shall become the debts, liabilities Liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Seagate Technology Holdings), Merger Agreement (Seagate Technology Malaysia Holding Co Cayman Islands), Agreement and Plan of Merger and Reorganization (Seagate Technology Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, obligations, claims, liabilities and duties of Target the Company and Merger Sub shall become the debts, obligations, claims, liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Merger Agreement (Symbol Technologies Inc), Merger Agreement (Netopia Inc), Merger Agreement (Motorola Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Company and the Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and the Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Merger Agreement (Plumtree Software Inc), Merger Agreement (Bea Systems Inc), Agreement and Plan of Reorganization (Novellus Systems Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise provided herein, all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in Company as the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of Company as the Surviving Corporation.
Appears in 4 contracts
Samples: Merger Agreement (Epoch Biosciences Inc), Merger Agreement (Sapiens International Corp N V), Merger Agreement (Ness Technologies Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Rational Software Corp), Merger Agreement (Pure Atria Corp), Agreement and Plan of Reorganization (Rational Software Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Agreement and Plan of Reorganization (Tut Systems Inc), Agreement and Plan of Reorganization (Tut Systems Inc), Agreement and Plan of Reorganization (Commerce One Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise agreed to pursuant to the terms of this Agreement, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Merger Agreement (Xicor Inc), Agreement and Plan of Reorganization (Brocade Communications Systems Inc), Agreement and Plan of Reorganization (Va Linux Systems Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law, including Section 259 thereof. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Merger Agreement, Agreement and Plan of Reorganization (Brocade Communications Systems Inc), Merger Agreement (Vantagemed Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Merger Agreement (Paylocity Holding Corp), Merger Agreement (Qualcomm Inc/De), Merger Agreement (Q2 Holdings, Inc.)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Software Com Inc), Merger Agreement (Informatica Corp), Merger Agreement (Carrier Access Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Merger Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Acquisition Agreement (Sunset Brands Inc), Acquisition Agreement (Sunset Brands Inc), Acquisition Agreement (Ibf Vi Guaranteed Income Fund)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at At the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Corixa Corp), Merger Agreement (Coulter Pharmaceuticals Inc), Merger Agreement (Corixa Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Ivillage Inc), Stock Exchange and Merger Agreement (Ivillage Inc), Stock Exchange and Merger Agreement (Leap Technology Inc / De)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate Agreement of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 3 contracts
Samples: Merger Agreement (Proofpoint Inc), Merger Agreement (Proofpoint Inc), Merger Agreement (Proofpoint Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Platinum Technology Inc), Merger Agreement (Mastering Inc), Merger Agreement (C Bridge Internet Solutions Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of the Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub Acquisition shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Laidlaw Inc), Merger Agreement (American Medical Response Inc), Merger Agreement (Emcare Holdings Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers powers, and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities liabilities, and duties of Target the Company and Merger Sub shall become the debts, liabilities liabilities, and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Mindspeed Technologies, Inc), Merger Agreement (Inktomi Corp), Merger Agreement (Peregrine Systems Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Nuance Communications, Inc.), Merger Agreement (Nuance Communications, Inc.), Merger Agreement (Transcend Services Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise agreed to under the terms of this Agreement, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Tangible Asset Galleries Inc), Merger Agreement (Integrated Alarm Services Group Inc), Merger Agreement (Integrated Alarm Services Group Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and in the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise agreed to pursuant to the terms of this Agreement, all of the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement, Merger Agreement (Barracuda Networks Inc), Merger Agreement (NetApp, Inc.)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 3 contracts
Samples: Merger Agreement (Mariner Energy Inc), Merger Agreement (Plains Exploration & Production Co), Merger Agreement (Pogo Producing Co)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, agreements, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (SP Holding CORP), Merger Agreement (SP Holding CORP)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Involve and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Involve and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Kintera Inc), Merger Agreement (Kintera Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Lawthe General Corporation Law of the State of Delaware. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Nu Skin Enterprises Inc), Merger Agreement (Nu Skin Enterprises Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Global Cash Access Holdings, Inc.), Merger Agreement (Cash Systems Inc)
Effect of the Merger. At the Effective Time, Time the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise provided herein, all the property, rights, privileges, powers and franchises of Target Parent Sub and Merger Sub the Company shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Parent Sub and Merger Sub the Company shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Consent and Voting Agreement and Plan of Merger (Nabors Industries Inc), Consent and Voting Agreement and Plan of Merger (Nabors Industries Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and Section 259 of the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Zarlink Semiconductor Inc), Merger Agreement (Zarlink Semiconductor Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of the Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub Acquisition shall vest in the Surviving Corporation, and all debts, liabilities liabilities, obligations and duties of Target the Company and Merger Sub Acquisition shall become the debts, liabilities liabilities, obligations and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Greyhound Lines Inc), Agreement and Plan of Merger (Los Buenos Leasing Co Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law and Ohio Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Tandy Corp /De/), Agreement and Plan of Reorganization (Amerilink Corp)
Effect of the Merger. At the Effective Time, the effect of the -------------------- Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at At the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub MergerSub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub MergerSub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Data Critical Corp), Merger Agreement (Data Critical Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Acquiror Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Acquiror Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (McLeodusa Inc), Merger Agreement (Choice One Communications Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Mesa Laboratories Inc /Co/), Merger Agreement (Nexprise Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers rights and franchises property of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, debts and liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Niku Corp), Agreement and Plan of Reorganization (Niku Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Edge and Merger Sub shall vest in the Surviving CorporationEntity, and all debts, liabilities and duties of Target Edge and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationEntity.
Appears in 2 contracts
Samples: Merger Agreement (Edge Petroleum Corp), Merger Agreement (Chaparral Energy, Inc.)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Section 259 and the other applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Company and Merger Acquiror Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Acquiror Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Titan Corp), Merger Agreement (Titan Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of the Delaware LawCode. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities Liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities Liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Cure Pharmaceutical Holding Corp.), Merger Agreement (Cure Pharmaceutical Holding Corp.)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Twitter, Inc.), Merger Agreement (Keynote Systems Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of the Delaware LawAct. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Workflow Management Inc), Merger Agreement (Workflow Management Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub the Company shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub the Company shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Cisco Systems Inc), Merger Agreement (Netsolve Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of set forth under Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Acquiror Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Acquiror Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Quovadx Inc), Merger Agreement (Quovadx Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of the Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub DHI shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub DHI shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Schuler Homes Inc), Merger Agreement (Horton D R Inc /De/)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as set forth herein and as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub and the Company shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub and the Company shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Rare Medium Group Inc), Merger Agreement (Motient Corp)
Effect of the Merger. At the Effective Time, the effect of the -------------------- Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Inktomi Corp), Agreement and Plan of Reorganization (Level 8 Systems)
Effect of the Merger. At the Effective Time, the effect of the The Merger shall be as provided have the effects set forth in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the property, rights, privileges, powers immunities, powers, franchises and franchises authority of Target the Company and Merger Sub shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Alleghany Corp /De), Merger Agreement
Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target Oplink and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Oplink and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Avanex Corp), Agreement and Plan of Reorganization (Avanex Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Ibeam Broadcasting Corp), Merger Agreement (Genesys Telecommunications Laboratories Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 2 contracts
Samples: Merger Agreement (Zuora Inc), Agreement and Plan of Reorganization (Oncothyreon Inc.)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger, the Articles of Merger and the applicable provisions of Delaware Law and Illinois Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Novellus Systems Inc), Merger Agreement (Speedfam Ipec Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Acquiror Sub and Merger Sub the Company shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Acquiror Sub and Merger Sub the Company shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (McLeodusa Inc), Merger Agreement (Dakota Telecommunications Group Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub the Company shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub the Company shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Exodus Communications Inc), Merger Agreement (Global Crossing LTD)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of the Delaware General Corporation Law (“Delaware Law”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Credence Systems Corp), Merger Agreement (Nptest Holding Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger, the Articles of Merger and the applicable provisions of Delaware Law and Washington Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Merger Agreement (Active Voice Corp), Merger Agreement (Cisco Systems Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debtsclaims, liabilities obligations, liabilities, debts and duties of Target the Company and Merger Sub shall become the debtsclaims, liabilities obligations, liabilities, debts and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (E2open Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Lawthe Limited Liability Company Act of the State of Delaware. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise provided herein, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Stock Purchase Agreement (Moodys Corp /De/)
Effect of the Merger. At the Effective Time, the effect of the -------------------- Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Effect of the Merger. At the Effective Time, the effect of the -------------------- Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Healthcentral Com)
Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Autodesk Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at At the Effective Time, except as otherwise provided herein, all the property, rights, privileges, powers and franchises of Target and Merger Sub and the Company, shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub and the Company shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Hagler Bailly Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject theretoto the applicable provisions of Delaware Law, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Mergeco and Merger Sub shall Osboxx xxxll vest in the Surviving Corporation, and all debts, liabilities and duties of Target Mergeco and Merger Sub shall Osboxx xxxll become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without Not limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target Group and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Group and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Archibald Candy Corp)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of the Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise provided herein, all the property, rights, privileges, powers and franchises of Target and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Ubroadcast, Inc.)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of the Delaware General Corporation Law (“Delaware Law”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers rights and franchises property of Target NurLogic and Merger Sub shall vest in the Surviving Corporation, and all debts, debts and liabilities and duties of Target NurLogic and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise provided herein, all the property, rights, privileges, powers and franchises of Target and Merger Sub and the Company shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub and the Company shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Bayard Drilling Technologies Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger Merger, and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target Seller and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Seller and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Vizacom Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, the Certificate of Merger and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, powers and franchises of Target and Merger Sub Company shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target and Merger Sub Company shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Merger Agreement (Ariba Inc)
Effect of the Merger. At the Effective Time, the effect of the -------------------- Merger shall be as provided in this Agreement, the Certificate of Merger Agreement and the applicable provisions of Delaware Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the property, rights, privileges, powers and franchises of Target Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of Target Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Microchip Technology Inc)
Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement, Agreement and the Certificate of Merger Merger, and as specified in the applicable provisions of Delaware LawAct. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all of the property, rights, privileges, powers and franchises of Target and Merger Sub Parent shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of Target and Merger Sub Parent shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 1 contract
Samples: Merger Agreement (Platinum Eagle Acquisition Corp.)
