Effect of the Mergers. At the Effective Time, the effect of the Mergers shall be as provided in this Agreement and the applicable provisions of the DGCL, the DLLC Act and other applicable Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time (a) all the property, rights, agreements, privileges, powers and franchises of Acquiror Merger Sub and Company Merger Sub shall vest in Acquiror Surviving Subsidiary and Company Surviving Subsidiary, respectively, and (b) all debts, liabilities, obligations and duties of Acquiror Merger Sub and Company Merger Sub shall become the debts, liabilities, obligations and duties of Acquiror Surviving Subsidiary and Company Surviving Subsidiary, respectively, including in each case the rights and obligations of each such Party under this Agreement and the related ancillary documents from and after the Effective Time. Acquiror Surviving Subsidiary and Company Surviving Subsidiary shall become wholly-owned subsidiaries of Holdings.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Gordon Pointe Acquisition Corp.)
Effect of the Mergers. At the Effective Time, the effect of the Mergers shall be as provided in this Agreement and the applicable provisions of the DGCL, the DLLC Act DLLCA and other applicable Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time (a) Time, all the property, rights, agreements, privileges, powers and franchises of Acquiror Purchaser Merger Sub and Company Merger Sub shall vest in Acquiror Purchaser Surviving Subsidiary and Company Surviving Subsidiary, respectively, and (b) all debts, liabilities, obligations and duties of Acquiror Purchaser Merger Sub and Company Merger Sub shall become the debts, liabilities, obligations and duties of Acquiror Purchaser Surviving Subsidiary and Company Surviving Subsidiary, respectively, including in each case the rights and obligations of each such Party under this Agreement and the related ancillary documents Ancillary Documents from and after the Effective Time. Acquiror Surviving Subsidiary and Company Surviving Subsidiary shall become wholly-owned subsidiaries of Holdings.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Benessere Capital Acquisition Corp.)
Effect of the Mergers. At the Effective Time, the effect of the Mergers shall be as provided in this Agreement and the applicable provisions of the DGCL, DGCL and the DLLC WA LLC Act and other applicable Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time (a) all the property, rights, agreements, privileges, powers and franchises of Acquiror Purchaser Merger Sub and Company Merger Sub shall vest in Acquiror Purchaser Surviving Subsidiary and Company Surviving Subsidiary, respectively, and (b) all debts, liabilities, obligations and duties of Acquiror Purchaser Merger Sub and Company Merger Sub shall become the debts, liabilities, obligations and duties of Acquiror Purchaser Surviving Subsidiary and Company Surviving Subsidiary, respectively, including in each case the rights and obligations of each such Party under this Agreement and the related ancillary documents Ancillary Documents from and after the Effective Time. Acquiror Surviving Subsidiary and Company Surviving Subsidiary shall become wholly-owned subsidiaries of Holdings.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Integrated Wellness Acquisition Corp)
Effect of the Mergers. At the Effective Time, the effect of the Mergers shall be as provided in this Agreement and the applicable provisions of the DGCL, the DLLC Colorado Act and other applicable Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time (a) all the property, rights, agreements, privileges, powers and franchises of Acquiror Purchaser Merger Sub and Company Merger Sub shall vest in Acquiror Purchaser Surviving Subsidiary and Company Surviving Subsidiary, respectively, and (b) all debts, liabilities, obligations and duties of Acquiror Purchaser Merger Sub and Company Merger Sub shall become the debts, liabilities, obligations and duties of Acquiror Purchaser Surviving Subsidiary and Company Surviving Subsidiary, respectively, including in each case the rights and obligations of each such Party under this Agreement and the related ancillary documents Ancillary Documents from and after the Effective Time. Acquiror Surviving Subsidiary and Company Surviving Subsidiary shall become wholly-owned subsidiaries of Holdings.
Appears in 1 contract
Samples: Agreement and Plan of Merger (MTech Acquisition Corp)
Effect of the Mergers. At the Effective Time, the effect of the Mergers shall be as provided in this Agreement and the applicable provisions of the DGCL, the DLLC Act ULLCA, the DLLCA and other applicable Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time (a) all the property, rights, agreements, privileges, powers and franchises of Acquiror SPAC Merger Sub and Company Merger Sub shall vest in Acquiror SPAC Surviving Subsidiary and Company Surviving SubsidiaryCompany, respectively, and (b) all debts, liabilities, obligations liabilities and duties of Acquiror SPAC Merger Sub and Company Merger Sub shall become the debtsdebt, liabilities, obligations liabilities and duties of Acquiror SPAC Surviving Subsidiary and Company Surviving SubsidiaryCompany, respectively, including in each case the rights and obligations of each such Party under this Agreement and the related ancillary documents Ancillary Agreements from and after the Effective Time. Acquiror Surviving Subsidiary and Company SPAC Surviving Subsidiary shall become wholly-a wholly owned subsidiaries subsidiary of Holdings.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Integrated Rail & Resources Acquisition Corp)
Effect of the Mergers. At the Effective Time, the effect of the Mergers shall be as provided in this Agreement and the applicable provisions of the DGCL, the DLLC Act DGCL and other applicable Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time (a) all the property, rights, agreements, privileges, powers and franchises of Acquiror Purchaser Merger Sub and Company Merger Sub shall vest in Acquiror Purchaser Surviving Subsidiary and Company Surviving Subsidiary, respectively, and (b) all debts, liabilities, obligations and duties of Acquiror Purchaser Merger Sub and Company Merger Sub shall become the debts, liabilities, obligations and duties of Acquiror Purchaser Surviving Subsidiary and Company Surviving Subsidiary, respectively, including in each case the rights and obligations of each such Party under this Agreement and the related ancillary documents Ancillary Documents from and after the Effective Time. Acquiror Surviving Subsidiary and Company Surviving Subsidiary shall become wholly-owned subsidiaries of Holdings.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Americas Technology Acquisition Corp.)
Effect of the Mergers. At the Effective Time, the effect of the Mergers shall be as provided in this Agreement and the applicable provisions of the DGCL, the DLLC LLC Act and other applicable Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time (a) all the property, rights, agreements, privileges, powers and franchises of Acquiror Parent Merger Sub and Company Merger Sub shall vest in Acquiror Parent Surviving Subsidiary and Company Surviving Subsidiary, respectively, and (b) all debts, liabilities, obligations and duties of Acquiror Parent Merger Sub and Company Merger Sub shall become the debts, liabilities, obligations and duties of Acquiror Parent Surviving Subsidiary and Company Surviving Subsidiary, respectively, including in each case the rights and obligations of each such Party under this Agreement and the related ancillary documents other Transaction Documents from and after the Effective Time. Acquiror Surviving Subsidiary and Company Surviving Subsidiary shall become wholly-owned subsidiaries of Holdings.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Chart Acquisition Corp.)
Effect of the Mergers. At the Effective Time, the effect of the Mergers shall be as provided in this Agreement and the applicable provisions of the DGCL, DLLCA and the DLLC Cayman Companies Act and other applicable Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time (a) all the property, rights, agreements, privileges, powers and franchises of Acquiror Purchaser Merger Sub and Company Merger Sub shall vest in Acquiror Purchaser Surviving Subsidiary and Company Surviving Subsidiary, respectively, and (b) all debts, liabilities, obligations and duties of Acquiror Purchaser Merger Sub and Company Merger Sub shall become the debts, liabilities, obligations and duties of Acquiror Purchaser Surviving Subsidiary and Company Surviving Subsidiary, respectively, including in each case the rights and obligations of each such Party under this Agreement and the related ancillary documents Ancillary Documents from and after the Effective Time. Acquiror Surviving Subsidiary and Company Surviving Subsidiary shall become wholly-owned subsidiaries of Holdings.
Appears in 1 contract
Samples: Business Combination Agreement (Mars Acquisition Corp.)