Effective Time of the Merger. The Merger shall, subject to the DGCL, become effective as of such time as the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or at such time thereafter as is provided in the Certificate of Merger (the “Effective Time”).
Appears in 4 contracts
Samples: Merger Agreement (Globus Medical Inc), Merger Agreement, Merger Agreement (Zanett Inc)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as of at such time (the "Effective Time") as the shall be stated in a Certificate of Merger is duly Merger, in a form mutually acceptable to Parent and the Company, to be filed with the Secretary of State of the State of Delaware or at such time thereafter as is provided in accordance with the Certificate of Merger DGCL (the “Effective Time”"Merger Filing"). The Merger Filing shall be made simultaneously with or as soon as practicable after the closing of the transactions contemplated by this Agreement in accordance with Section 3.5.
Appears in 4 contracts
Samples: Merger Agreement (Corporate Express Inc), Merger Agreement (Data Documents Inc), Merger Agreement (Corporate Express Inc)
Effective Time of the Merger. The Merger shall, subject to the DGCL, become effective as of such date and time as the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or at such later date and time thereafter as is provided specified in the Certificate of Merger (the “"Effective Time”").
Appears in 4 contracts
Samples: Merger Agreement (Prosource Inc), Merger Agreement (Nebco Evans Holding Co), Merger Agreement (Onex Corp)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as at the date and time (the “Effective Time”) when the certificate of such time as merger (the “Certificate of Merger is Merger”) shall have been duly executed and filed with the Secretary of State of the State of Delaware in accordance with the DGCL, or at such other time thereafter as is provided specified in the Certificate of Merger (in accordance with the “Effective Time”)DGCL, which Certificate of Merger shall be filed on the Closing Date as soon as practicable following the Closing.
Appears in 4 contracts
Samples: Merger Agreement (Deltek, Inc), Merger Agreement (Abraxis BioScience, Inc.), Merger Agreement (Celgene Corp /De/)
Effective Time of the Merger. The Merger shall, subject to the DGCL, become effective as of such time as the Certificate certificate of Merger merger is duly filed with the Secretary of State of the State of Delaware or at such time thereafter as is provided in the Certificate certificate of Merger merger (the “"Effective Time”").
Appears in 3 contracts
Samples: Merger Agreement (Gtech Holdings Corp), Merger Agreement (Interlott Technologies Inc), Merger Agreement (Gt Bicycles Inc)
Effective Time of the Merger. The As soon as practicable on or after the Closing Date, the parties hereto shall cause the Merger shallto be consummated by filing this Agreement or a certificate of merger (the "Certificate of Merger") with the Secretary of State of the State of Delaware, subject to in such form as required by, and executed in accordance with the DGCLrelevant provisions of, become effective as the DGCL (the date and time of such time as the filing of the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware (or at such later time thereafter as is provided specified in the Certificate of Merger (Merger) being the “"Effective Time”").
Appears in 3 contracts
Samples: Merger Agreement (WTNH Broadcasting Inc), Merger Agreement (Lin Television Corp), Merger Agreement (Lin Television Corp)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as of at such time (the "Effective Time") as the a duly executed Certificate of Merger (the "Certificate of Merger") is duly filed with the Secretary of State of the State of Delaware or at such time thereafter as is provided in the Certificate of Merger (the “Effective Time”)Delaware.
Appears in 3 contracts
Samples: Merger Agreement (Digital Imaging Resources Inc.), Merger Agreement (Coram Healthcare Corp), Merger Agreement (Integrated Health Services Inc)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as of at such time as the a properly executed Certificate of Merger is duly filed with the Secretary of State of Delaware, which filing shall be made as soon as practicable following fulfillment or waiver of the State of Delaware conditions set forth in Article VII hereof or at such later time thereafter as is provided specified in the Certificate of Merger such filing (the “"Effective Time”").
Appears in 3 contracts
Samples: Merger Agreement (Ryder TRS Inc), Merger Agreement (Questor Partners Fund L P), Merger Agreement (Budget Group Inc)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as at the date and time (the “Effective Time”) when a certificate of such time as merger (the “Certificate of Merger is Merger”) meeting the requirements of Section 251 of the DGCL shall have been duly executed and filed with the Secretary of State of the State of Delaware in accordance with the DGCL, or at such other time thereafter as is provided specified in the Certificate of Merger (in accordance with the “Effective Time”)DGCL.
Appears in 2 contracts
Samples: Merger Agreement (NetSpend Holdings, Inc.), Merger Agreement (Total System Services Inc)
Effective Time of the Merger. The Merger shall, subject to the DGCL, will become effective as of such time as when the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware Delaware, or at such other time thereafter and date as is provided are agreed upon by Pulte and the Company and specified in the Certificate of Merger (that being the “"Effective Time”").
Appears in 2 contracts
Samples: Merger Agreement (Del Webb Corp), Merger Agreement (Pulte Corp)
Effective Time of the Merger. The Merger shall, subject Subject to the DGCLprovisions of this Agreement, the Merger shall become effective as (the “Effective Time”) upon the filing of such time as a properly executed certificate of merger (the “Certificate of Merger is duly filed Merger”) with the Secretary of State of the State of Delaware in accordance with the Delaware Statute, or at such later time thereafter as is provided agreed to by the parties and set forth in the Certificate of Merger (the “Effective Time”)Merger.
Appears in 2 contracts
Samples: Merger Agreement (Fidelity National Information Solutions Inc), Merger Agreement (Fidelity National Financial Inc /De/)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as and be consummated when the Surviving Corporation shall have caused the certificate of such time as the Certificate of Merger is duly merger ("CERTIFICATE OF MERGER") to be filed with the Secretary of State of the State of Delaware in accordance with the DGCL or at such later time thereafter as is provided specified in the Certificate of Merger (the “Effective Time”"EFFECTIVE TIME").
Appears in 2 contracts
Samples: Merger Agreement (Roadway Express Inc), Merger Agreement (Roadway Corp)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as of at such time (the “Effective Time”) as shall be stated in the Certificate of Merger is duly Merger, in a form reasonably acceptable to Acquiror, Company and Acquisition Sub, respectively, to be filed with the Secretary of State of the State of Delaware or at such time thereafter as is provided in accordance with the Certificate of Merger DGCL (the “Effective TimeMerger Filing”). The Merger Filing shall provide for the effectiveness of the Merger immediately upon its filing. The Merger Filing shall be made at the Closing.
Appears in 2 contracts
Samples: Merger Agreement (Titan Corp), Merger Agreement (Lockheed Martin Corp)
Effective Time of the Merger. The Merger shall, subject to shall be effective at the DGCL, become effective as time that the filing of such time as the counterpart of the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or at such referred to in Section 1.2 is completed, which time thereafter is herein sometimes referred to as is provided in the Certificate of Merger (the “"Effective Time”)." The Merger shall have the effects set forth in Sections 76-79 of the IBC and Section 259 of the DGCL.
Appears in 2 contracts
Samples: Merger Agreement (Uproar Inc), Merger Agreement (Uproar Inc)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as upon the filing by the Company of such time as the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware and the acceptance thereof by such Secretary of State and by making all other filings or at such time thereafter as is provided in recordings required under the DGCL. The Certificate of Merger (shall be executed and delivered in the manner provided under the DGCL. The time when the Merger shall become effective is referred to in this Agreement as the “Effective Time.”).
Appears in 2 contracts
Samples: Merger Agreement (Morlex Inc /Co), Merger Agreement (Morlex Inc /Co)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as set forth in a properly executed certificate of such time as the Certificate of Merger is merger duly filed with the Secretary of State of the State of Delaware or at such (the “Certificate of Merger”), which filing shall be made on the Closing Date. As used in this Agreement, the term “Effective Time” shall mean the date and time thereafter when the Merger becomes effective, as is provided set forth in the Certificate of Merger (the “Effective Time”)Merger.
Appears in 2 contracts
Samples: Merger Agreement (Premcor Inc), Merger Agreement (Valero Energy Corp/Tx)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as of such at the date and time as the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or at such time thereafter as is provided in the Certificate of Merger (the “Effective Time”)) when a Certificate of Merger meeting the requirements of the Delaware General Corporation Law (the “DGCL”) shall have been duly executed and filed in accordance with the DGCL, or at such other time as is specified in such Certificate of Merger in accordance with the DGCL, which Certificate of Merger shall be filed as soon as practicable following fulfillment of the conditions set forth in Article VII hereof.
Appears in 2 contracts
Samples: Merger Agreement (International Bancshares Corp), Merger Agreement (Local Financial Corp /Nv)
Effective Time of the Merger. The Merger shallshall become effective at the date and time (the "Effective Time") when a properly executed certificate of merger, subject to in such form as is required by and executed in accordance with the relevant provisions of the DGCL, become effective as of such time as the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or at Delaware. The parties hereto shall cause such time thereafter filings to occur as is provided in soon as practicable on the Certificate of Merger (the “Effective Time”)Closing Date.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hicks Thomas O), Agreement and Plan of Merger (Specialty Teleconstructors Inc)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as upon the filing by Acquisition Sub of such time as the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or at such time thereafter as is provided in the Delaware. The Certificate of Merger (shall be executed and delivered in the manner provided under the DGCL. The date and time when the Merger shall become effective is referred to herein as the “Effective Time.”).
Appears in 2 contracts
Samples: Merger Agreement (Groupon, Inc.), Merger Agreement (Actuant Corp)
Effective Time of the Merger. The Merger shallshall become effective at the time (such time, subject to the "Effective Time") of the filing of a certificate of merger (in the form required by, and executed in accordance with, the relevant provisions of the DGCL, become effective as of such time as the Certificate of Merger is duly filed ) with the Secretary of State of the State of Delaware or at such time thereafter as is provided in accordance with the Certificate of Merger DGCL (the “Effective Time”"Merger Filing"), or such later time as may be specified therein. The Merger Filing shall be made simultaneously with or as soon as practicable following the Closing.
Appears in 1 contract
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as at the date and time (the "Effective Time of such time as the Certificate Merger") when this Agreement or a properly executed certificate of Merger merger is duly filed with the Secretary of State of the State of Delaware in accordance with the DGCL. The parties hereto shall cause this Agreement or at such time thereafter the certificate of merger to be executed and filed as is provided aforesaid upon the satisfaction or waiver of the conditions contained in the Certificate of Merger (the “Effective Time”)this Agreement.
Appears in 1 contract
Samples: Merger Agreement (West Corp)
Effective Time of the Merger. The Merger shallshall become ---------------------------- effective at the date and time (the "Effective Time") when a properly executed certificate of merger, subject to in such form as is required by and executed in accordance with the DGCL, become effective as of such time as the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or at such later time thereafter as is the parties hereto shall have provided in such certificate. The parties hereto shall cause such filing to occur as soon as practicable on or after the Certificate of Merger Closing Date (the “Effective Time”as hereinafter defined).
Appears in 1 contract
Samples: Merger Agreement (Coda Energy Inc)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as upon the completion of such time as the filing by Purchaser of a properly executed certificate of merger (the “Certificate of Merger is duly filed Merger”) with the Secretary of State of the State of Delaware or at Delaware, in such time thereafter form as is provided required by the relevant provisions of the DGCL, which filing shall be made as soon as practicable following the Closing. When used in this Agreement, the Certificate of Merger (the term “Effective Time”).
Appears in 1 contract
Samples: Merger Agreement (CardioNet, Inc.)
Effective Time of the Merger. The Merger shall, subject to the DGCL, will become effective as upon the later of such time as (a) the filing of a properly executed certificate of merger (the "Certificate of Merger is duly filed Merger") with the Secretary of State of the State of Delaware (the "Department of State") in accordance with the DGCL, or at (b) such later date and time thereafter as is provided may be set forth in the Certificate of Merger (the “"Effective Time”").. FINAL 08/28/08
Appears in 1 contract
Samples: Merger Agreement (Prescient Applied Intelligence, Inc.)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as of at such time (the "Effective Time") as the shall be stated in a Certificate of Merger is duly Merger, consistent with the terms of this Agreement, to be filed with the Secretary of State of Delaware in accordance with the State of Delaware or at such time thereafter as is provided in the Certificate of Merger DGCL (the “Effective Time”"Merger Filing"). The Merger Filing shall be made simultaneously with or as soon as practicable after the Closing (as defined in Section 4.9, below) of the transactions contemplated by this Agreement.
Appears in 1 contract
Effective Time of the Merger. The Merger shall, subject to the DGCL, become effective as of such time as the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or at such later time thereafter not later than the second business day after the Closing as is provided specified in the Certificate of Merger (the “Effective Time”).
Appears in 1 contract
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as of such time as the when a properly executed Certificate of Merger in substantially the form of Exhibit 2.2 attached hereto (the "Certificate of Merger") is duly filed with the Secretary of State of the State of Delaware as provided in the DGCL. When used in this Agreement, the term "Effective Time" shall mean the date and time at which the Certificate of Merger is so filed or at such other time thereafter as is provided Buyer and the Company shall agree should be specified in the Certificate of Merger (the “Effective Time”)Merger.
Appears in 1 contract
Effective Time of the Merger. The Merger shallshall become effective ---------------------------- (such time, subject to the "Effective Time") upon the filing of a certificate of merger (in -------------- such form as required by and executed in accordance with the relevant provisions of the DGCL, become effective as of such time as the Certificate of Merger is duly filed ) with the Secretary of State of the State of Delaware or at such time thereafter as is provided in accordance with the Certificate of Merger DGCL (the “Effective Time”"Merger Filing"). The Merger Filing shall be made ------------- simultaneously with or as soon as practicable following the Closing (as defined in Section 2.4).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Siemens Aktiengesellschaft)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as of at such time as the Certificate certificate of Merger merger is duly filed with the Secretary of State of the State of Delaware or at such later time thereafter as is provided specified in the Certificate certificate of Merger merger pursuant to the mutual agreement of EVSI and the Company (the “"Effective Time”").
Appears in 1 contract
Effective Time of the Merger. The Merger shall, subject to ---------------------------- the DGCLDGCL and the CGCL, become effective as of such time as the Certificate certificate of Merger merger is duly filed with the Secretary of State of the State of Delaware and a copy of the merger agreement with an officers' certificate of each Constituent Corporation is duly filed with the Secretary of State of the State of California or at such later time thereafter as is provided specified in the Certificate certificate of Merger merger and the merger agreement (the “"Effective Time”").
Appears in 1 contract
Samples: Agreement and Plan of Merger (American Recreation Centers Inc)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as upon the filing by the parties of such time as the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or at such time thereafter as is provided in the Delaware. The Certificate of Merger (shall be executed and delivered in the manner provided under the DGCL. The time on the Closing Date that the Merger shall become effective in the State of Delaware is referred to herein as the “Effective Time.”).
Appears in 1 contract
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as of such time as the ---------------------------- when a properly executed Certificate of Merger meeting the requirements of Section 251 of the DGCL is duly filed with the Secretary of State of the State of Delaware or at such later time thereafter as is provided the parties hereto shall have designated in such filing as the Certificate Effective Time of the Merger (the “"Effective Time”"), which -------------- filing shall be made as soon as practicable after the closing of the transactions contemplated by this Agreement in accordance with Section 3.8 hereof.
Appears in 1 contract
Effective Time of the Merger. The Merger shall, subject to the DGCL, will become effective as upon the later of such time as (a) the filing of a properly executed certificate of merger (the "Certificate of Merger is duly filed Merger") with the Secretary of State of the State of Delaware (the "Department of State") in accordance with the DGCL, or at (b) such later date and time thereafter as is provided may be set forth in the Certificate of Merger (the “"Effective Time”").
Appears in 1 contract
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as of such time as the when a properly executed Certificate of Merger meeting the requirements of Section 251 of the DGCL is duly filed with the Secretary of State of the State of Delaware or at such later time thereafter as is provided the parties hereto shall have designated in such filing as the Certificate Effective Time of the Merger (the “"Effective Time”"), which filing shall be made as soon as practicable after the closing of the transactions contemplated by this Agreement in accordance with Section 3.8 hereof.
Appears in 1 contract
Samples: Merger Agreement (Meditrust Corp)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as immediately upon the simultaneous filing of such time as the a Certificate of Merger is duly filed or Articles of Merger relating to the Merger or this Agreement, as appropriate, with the Secretary of State of the State of Delaware or at Delaware, in each case in such time thereafter form as is provided required by, and executed in accordance with, the Certificate relevant provisions of Merger the DGCL (the “Effective Time”time of such simultaneous filing being the "EFFECTIVE TIME").
Appears in 1 contract
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as upon the filing of such time as the Certificate certificate of Merger is duly filed merger with the Secretary of State of the State of Delaware in accordance with the provisions of the DGCL, or at such other time thereafter as is provided Merger Sub and the Company shall agree should be specified in the Certificate certificate of Merger (merger, which filing shall be made as soon as practicable on the Closing Date. When used in this Agreement, the term “Effective Time”).
Appears in 1 contract
Samples: Merger Agreement (Pq Corp)
Effective Time of the Merger. The Merger shall, subject to the DGCL, become effective as of such date and time as the Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or at such later date and time thereafter as is provided specified in the Certificate of Merger (the “Effective Time”"EFFECTIVE TIME").
Appears in 1 contract
Samples: Merger Agreement (Onex Corp)
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as of such time as the when a properly executed Certificate of Merger meeting the requirements of Section 251 of the DGCL is duly filed with the Secretary of State of the State of Delaware or at such time thereafter as is provided in the Certificate of Merger (the “"Effective Time”"), which filing shall be made as soon as practicable after the closing of the transactions contemplated by this Agreement in accordance with Section 1.2.
Appears in 1 contract
Samples: Agreement and Plan of Merger (United Dental Care Inc /De/)
Effective Time of the Merger. The Merger shall, subject to the DGCLDGCL and the CGCL, become effective effec- tive as of such time as the Certificate certificate of Merger merger is duly filed with the Secretary of State of the State of Delaware and a copy of the merger agreement with an officers' certificate of each Constituent Corporation is duly filed with the Secretary of State of the State of California or at such later time thereafter as is provided specified in the Certificate certificate of Merger merger and the merger agreement (the “"Effective Time”").
Appears in 1 contract
Samples: Merger Agreement (Amf Group Inc)
Effective Time of the Merger. The Merger shall, subject Subject to the DGCLprovisions of this Agreement, become effective as of such time as the a Certificate of Merger with respect to the Merger in such form as is required by the DGCL (the "Certificate of Merger") shall be duly prepared, executed and acknowledged and thereafter filed with the Secretary of State of the State of Delaware Delaware, as soon as practicable on the Closing Date. The Merger shall become effective at the later of the time of filing of the Certificate of Merger or at such time thereafter as is provided agreed upon by the parties and specified in the Certificate of Merger (the “"Effective Time”").
Appears in 1 contract
Effective Time of the Merger. The Merger shall, subject to the DGCL, become effective as of such time as the Certificate applicable Agreement of Merger is duly filed with the Secretary of State of the State of Delaware or at such later time thereafter as is provided specified in the Certificate Agreement of Merger (the “"Effective Time”").
Appears in 1 contract
Samples: Merger Agreement (Santa Barbara Restaurant Group Inc)
Effective Time of the Merger. The Merger shallshall become effective at the time (such time, subject to the “Effective Time”) of the filing of a certificate of merger (in the form required by, and executed in accordance with, the relevant provisions of the DGCL, become effective as of such time as the Certificate of Merger is duly filed ) with the Secretary of State of the State of Delaware or at such time thereafter as is provided in accordance with the Certificate of Merger DGCL (the “Effective TimeMerger Filing”), or such later time as may be specified in the certificate of merger. The Merger Filing shall be made contemporaneously with or as soon as practicable following the Closing.
Appears in 1 contract
Effective Time of the Merger. The Merger shall, subject to the DGCL, shall become effective as upon the filing of such time as the a certificate of merger ("Certificate of Merger is duly filed Merger") with the Secretary of State of the State of Delaware or in accordance with the provisions of Section 251 of the Delaware General Corporation Law (the "DGCL"). When used in this Agreement, the term "Effective Time" shall mean the time at such time thereafter as is provided in which the Certificate of Merger (is accepted for filing by the “Effective Time”)Secretary of State of Delaware.
Appears in 1 contract
Samples: Merger Agreement (Lumisys Inc \De\)