EFFECTIVE TIME OF REVERSE MERGER Sample Clauses
EFFECTIVE TIME OF REVERSE MERGER. Subject to the provisions of this Agreement, as soon as practicable on the Closing Date, the parties shall file (i) with the Secretary of State of the State of Nevada an articles of merger in substantially the same form as set forth hereto as Exhibit A-1-1 and (ii) with the Secretary of State of Delaware a certificate of merger in substantially the same form as set forth hereto as Exhibit A-1-2 (collectively, the “Reverse Merger Certificates of Merger”) executed in accordance with the relevant provisions of the NBCA and the DGCL, and make all other filings required under the NBCA and DGCL, or required by the Secretary of State of the State of Nevada or the Secretary of State of Delaware in connection with the Mergers. The Reverse Merger shall become effective at the time that the Reverse Merger Certificates of Merger have been duly filed with the Secretary of State of the State of Nevada and Secretary of State of the State of Delaware, or at such later time as Parent and Company shall agree and specify in the Reverse Merger Certificates of Merger (the time the Reverse Merger becomes effective being the “Reverse Merger Effective Time”).
EFFECTIVE TIME OF REVERSE MERGER. Subject to the provisions of this Agreement, in connection with the Closing, Holdings and Acquisition Sub will duly execute and deliver a certificate of merger substantially in the form attached hereto as Exhibit 1.3 (the "Certificate of Merger") to the Delaware Secretary of State. The parties will make all other filings or recordings required under the Delaware General Corporation Law (as amended from time to time, the "DGCL"), and the Reverse Merger will become effective when the Certificate of Merger is filed in the office of the Delaware Secretary of State, or at such later date or time as the parties agree and specify in the Certificate of Merger (the time the Reverse Merger becomes effective being the "Effective Time").