Effects of Mergers. At the Effective Time, Pioneer USA, without further action, as provided by the laws of the State of Delaware and the State of Texas, shall succeed to and possess all the rights, privileges, powers, and franchises, of a public as well as of a private nature, of the Partnerships; and all property, real, personal and mixed, and all debts due on whatsoever account, including subscriptions to shares, and all other choses in action, and all and every other interest, of or belonging to or due to the Partnerships shall be deemed to be vested in Pioneer USA without further act or deed; and the title to any real estate, or any interest therein, vested in Pioneer USA or the Partnerships shall not revert or be in any way impaired by reason of the mergers. Such transfer to and vesting in Pioneer USA shall be deemed to occur by operation of law, and no consent or approval of any other person shall be required in connection with any such transfer or vesting unless such consent or approval is specifically required in the event of merger or consolidation by law or express provision in any contract, agreement, decree, order, or other instrument to which Pioneer USA or the Partnerships is a party or by which either of them is bound. At and after the Effective Time, Pioneer USA shall be responsible and liable for all debts, liabilities, and duties of the Partnerships, including franchise taxes, if any, which may be enforced against Pioneer USA to the same extent as if said debts, liabilities, and duties had been incurred or contracted by it. Neither the rights of creditors nor any liens upon the property of the Partnerships or Pioneer USA shall be impaired by the mergers.
Effects of Mergers. The Mergers shall have the effects set forth in Section 259 of the DGCL.
Effects of Mergers. The Mergers shall have the effects specified in the applicable provisions of the MGCL, this Agreement and the Articles of Merger. Without limiting the generality of the foregoing, and subject thereto, (i) from and after the First Merger Effective Time, the First Merger Surviving Entity shall possess all properties, rights, privileges, powers and franchises of the Company and Merger Sub, and all of the claims, obligations, liabilities, debts and duties of the Company and Merger Sub shall become the claims, obligations, liabilities, debts and duties of the First Merger Surviving Entity and (ii) from and after the Second Merger Effective Time, the Second Merger Surviving Entity shall possess all properties, rights, privileges, powers and franchises of Parent and the First Merger Surviving Entity, and all of the claims, obligations, liabilities, debts and duties of the Parent and the First Merger Surviving Entity shall become the claims, obligations, liabilities, debts and duties of the Second Merger Surviving Entity.
Effects of Mergers. (a) From and after the AGM Effective Time, the AGM Merger shall have the effects set forth in this Agreement and Section 251 of the DGCL.
Effects of Mergers. Upon the Effective Date, the Surviving Corporation shall receive and possess all of the rights, privileges, powers and franchises, both of a public and private nature, and shall be subject to all the restrictions, disabilities and duties of each of the Disappearing Corporations, and each of the rights, privileges, powers and franchises, and all and every other interest of the Disappearing Corporations shall be thereafter as effectually the property of the Surviving Corporation as they previously were of the Disappearing Corporations. All property, real, personal, and mixed, and all debts due to the Disappearing Corporations on any account, as well as for any stock subscriptions and other choses in action belonging to the Disappearing Corporations (the "Company Assets") shall vest in the Surviving Corporation as effectually as they were vested in the Disappearing Corporations immediately prior to the mergers. The Buyer shall take possession of the Company Assets on the "Closing Date" specified in Section 5.4 below and be fully responsible for the operations of the Company from and after the Closing Date.
Effects of Mergers. The Company Merger shall have the effects set forth in the Louisiana Business Corporation Law ("LBCL"). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property and assets, rights, privileges and all debts, liabilities and obligations of Citizens will become the assets, rights, privileges, debts, liabilities and obligations of Acquisition as the surviving corporation in the Company Merger. The Bank Merger shall have the effects set forth in the National Banking Laws. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the property and assets, rights, privileges and all debts, liabilities and obligations of Bank will become the assets, rights, privileges, debts, liabilities and obligations of Whitney's Bank as the surviving association in the Bank Merger.
Effects of Mergers. At and after the Effective Time, each of the Edge Merger and the Summit Merger will have the effects set forth in Section 1361 of the LALLCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time (i) all the property, rights, privileges, powers and franchises of Edge and Merger Sub I shall be vested in the Edge Surviving Entity, and all debts, liabilities and duties of Edge and Merger Sub I shall become the debts, liabilities and duties of the Edge Surviving Entity and (ii) all the property, rights, privileges, powers and franchises of Summit and Merger Sub II shall be vested in the Summit Surviving Entity, and all debts, liabilities and duties of Summit and Merger Sub II shall become the debts, liabilities and duties of the Summit Surviving Entity.
Effects of Mergers. The Mergers shall have the effects set forth in Section 724(l) and any other applicable provisions of the MBCA. Without limiting the foregoing, the corporate existence of each of the Kalitta Companies, with all their purposes, powers and objects, shall continue unaffected and unimpaired by the Mergers and, as the Surviving Corporation of the respective Merger, each such Kalitta Company shall be governed by the laws of the State of Michigan and shall succeed to all rights, assets, liabilities, properties, privileges, powers, franchises and obligations of the respective Sub in accordance with the laws of the State of Michigan. As of the Effective Time, each of the Surviving Corporations shall be a wholly-owned subsidiary of Kitty Hawk.
Effects of Mergers. The Company Merger will have the effects provided in this Agreement and the applicable provisions of the DLLCA and CRULLCA. The Thunder Bridge II Merger, the Blocker Mergers and the Service Provider Merger will have the effects provided in this Agreement and the applicable provisions of the DGCL and the DLLCA, as applicable.
Effects of Mergers. At and after the Effective Time, each Merger shall have the effects specified herein and in the Ohio Revised Code. As a result of the Mergers, each Surviving Corporation shall become a wholly-owned subsidiary of Parent.
