Common use of Effects of the Merger Clause in Contracts

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 44 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Talen Energy Supply, LLC), Agreement and Plan of Merger (Graham Holdings Co)

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Effects of the Merger. The effects of the Merger shall have be as provided in this Agreement and in the effects set forth in applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation, all as provided under the DGCL.

Appears in 40 contracts

Samples: Agreement and Plan of Merger (Keypath Education International, Inc.), Agreement and Plan of Merger (Hibbett Inc), Agreement and Plan of Merger (ChampionX Corp)

Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 28 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Phoenix Companies Inc/De), Agreement and Plan of Merger (National Holdings Corp)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, by virtue of the Merger and without further act or deed, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Company and all of the debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.

Appears in 22 contracts

Samples: Agreement and Plan of Merger (Graf Acquisition Corp. IV), Agreement and Plan of Merger (Starco Brands, Inc.), Agreement and Plan of Merger (TradeUP Acquisition Corp.)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and in the relevant provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 19 contracts

Samples: Agreement and Plan of Merger (Rain Oncology Inc.), Agreement and Plan of Merger (Jounce Therapeutics, Inc.), Agreement and Plan of Merger (Imago BioSciences, Inc.)

Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub Purchaser shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 15 contracts

Samples: Agreement and Plan of Merger (Mercantile Stores Co Inc), Agreement and Plan of Merger (Minot Mercantile Corp), Agreement and Plan of Merger (George Acquisition Inc)

Effects of the Merger. The At and after the Effective Time, the Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 15 contracts

Samples: Agreement and Plan of Merger (Amf Bowling Worldwide Inc), Agreement and Plan of Merger (Gillette Co), Agreement and Plan of Merger (Airxcel Inc)

Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 13 contracts

Samples: Agreement and Plan of Merger (James River Group, Inc), Agreement and Plan of Merger (Netratings Inc), Agreement and Plan of Merger (Tower Group, Inc.)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Acquisition shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 12 contracts

Samples: Agreement and Plan of Merger (Computer Sciences Corp), Agreement and Plan of Merger (American List Corp), Agreement and Plan of Merger (Nichols Research Corp /Al/)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Purchaser shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 11 contracts

Samples: Agreement and Plan of Merger (Lincare Holdings Inc), Agreement and Plan of Merger (Verizon Communications Inc), Agreement and Plan of Merger (Terremark Worldwide Inc.)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Acquisition shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving CorporationCompany.

Appears in 11 contracts

Samples: Agreement and Plan of Merger (K2 Inc), Agreement and Plan of Merger and Reorganization (K2 Inc), Agreement and Plan of Merger and Reorganization (K2 Inc)

Effects of the Merger. The Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest will be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall will become the debts, liabilities and duties of the Surviving Corporation.

Appears in 10 contracts

Samples: Agreement and Plan of Merger (Spartech Corp), Agreement and Plan of Merger (Polyone Corp), Agreement and Plan of Merger (International Multifoods Corp)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Acquisition shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 10 contracts

Samples: Agreement and Plan of Merger (United Defense Industries Inc), Agreement and Plan of Merger (Edwards J D & Co), Agreement and Plan of Merger (Kforce Inc)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 9 contracts

Samples: Agreement and Plan of Merger (Adgero Biopharmaceuticals Holdings, Inc.), Agreement and Plan of Merger (Adgero Biopharmaceuticals Holdings, Inc.), Agreement and Plan of Merger (Corbus Pharmaceuticals Holdings, Inc.)

Effects of the Merger. The effects of the Merger shall have be as provided in this Agreement and in the effects set forth in applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany, all as provided under the DGCL.

Appears in 8 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Sherwin Williams Co), Agreement and Plan of Merger (Valspar Corp)

Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub Purchaser shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (LS Cable Ltd.), Agreement and Plan of Merger (Glaxosmithkline PLC), Agreement and Plan of Merger (Sirtris Pharmaceuticals, Inc.)

Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises property of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties obligations of the Company and Merger Sub shall become the debts, liabilities and duties obligations of the Surviving Corporation.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (FTD Inc), Agreement and Plan of Merger (FTD Inc), Agreement and Plan of Merger (Three Cities Fund Ii Lp)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, thereto at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Acquisition shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 7 contracts

Samples: Merger Agreement (Ion Beam Applications S A), Plan and Agreement of Merger (Prism Financial Corp), Plan and Agreement of Merger (Royal Bank of Canada)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Co. shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Co. shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (STR Holdings (New) LLC), Agreement and Plan of Merger (STR Holdings, Inc.), Agreement and Plan of Merger (Refco Inc.)

Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Gaylord Entertainment Co /De), Agreement and Plan of Merger (Telxon Corp), Agreement and Plan of Merger (Mbia Inc)

Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (V F Corp), Agreement and Plan of Merger (Timberland Co), Agreement and Plan of Merger (Gordmans Stores, Inc.)

Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Purchaser shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 7 contracts

Samples: Tender Offer and Merger Agreement (National Patent Development Corp), Agreement and Plan of Merger (FFG Merger Corporation, Inc), Agreement and Plan of Merger (Gmi Merger Corp)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Tornier B.V.), Agreement and Plan of Merger (Jda Software Group Inc), Agreement and Plan of Merger (Somera Communications Inc)

Effects of the Merger. The effects of the Merger shall have be as provided in this Agreement and the effects set forth in applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (HashiCorp, Inc.), Agreement and Plan of Merger (Greenhill & Co Inc), Agreement and Plan of Merger

Effects of the Merger. The Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at as of the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and the Merger Sub shall will vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and the Merger Sub shall will become the debts, liabilities and duties of the Surviving Corporation.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Himax Technologies, Inc.), Agreement and Plan of Merger (Radisys Corp), Agreement and Plan of Merger (PLX Technology Inc)

Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises property of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties obligations of the Company and Merger Sub shall become the debts, liabilities and duties obligations of the Surviving Corporation.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Impac Medical Systems Inc), Agreement and Plan of Merger (Louisiana Pacific Corp), Agreement and Plan of Merger (AMH Holdings, Inc.)

Effects of the Merger. The Merger shall have the effects as set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of 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 (Savia Sa De Cv), Agreement and Plan of Merger (Monsanto Co /New/), Agreement and Plan of Merger (Seminis Inc)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all of the debts, liabilities and duties of 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 (Ceres Ventures, Inc.), Agreement and Plan of Merger (12th Street Financial, LLC), Agreement and Plan of Merger (Harborview Master Fund Lp)

Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities liabilities, obligations and duties of the Company and Merger Sub shall become the debts, liabilities liabilities, obligations and duties of the Surviving Corporation.

Appears in 5 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger, Agreement and Plan of Merger

Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub Newco shall vest in the Surviving CorporationCompany following the Merger, and all debts, liabilities and duties of the Company and Merger Sub Newco shall become the debts, liabilities and duties of the Surviving CorporationCompany following the Merger.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Kindercare Learning Centers Inc /De), Agreement and Plan of Merger (Confetti Acquisition Inc), Agreement and Plan of Merger (TCW Group Inc)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and Section 259 of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, rights privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of 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 (Endocardial Solutions Inc), Agreement and Plan of Merger (Jazz Pharmaceuticals Inc), Agreement and Plan of Merger (Endocardial Solutions Inc)

Effects of the Merger. The Merger shall have the effects set forth provided for in this Agreement and in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at upon the Effective TimeMerger, all the properties, rights, privileges, immunities, powers and franchises of the Company and Merger Sub Subsidiary shall vest in the Surviving Corporation, Company and all debtsthe obligations, duties, debts and liabilities of Merger Subsidiary shall be the obligations, duties, debts and duties liabilities of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Synthesis Energy Systems Inc), Agreement and Plan of Merger and Reorganization (Yuma Energy, Inc.), Amended and Restated Agreement and Plan of Merger and Reorganization (Pyramid Oil Co)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Seaport Global Acquisition II Corp.), Agreement and Plan of Merger (American Battery Materials, Inc.), Agreement and Plan of Merger (RMG Acquisition Corp.)

Effects of the Merger. The At the Effective Time, the effects of the Merger shall have be as provided in the effects set forth in applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of 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 (Westaff Inc), Agreement and Plan of Merger (Sorensen Trust), Agreement and Plan of Merger (Inforte Corp)

Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of 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 (Diamond Resorts International, Inc.), Agreement and Plan of Merger (Xo Holdings Inc), Agreement and Plan of Merger (Primedia Inc)

Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of 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 (Egan Charles), Agreement and Plan of Merger (Chart Industries Inc), Agreement and Plan of Merger (Cort Business Services Corp)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Surviving Corporation shall continue its corporate existence under the DGCL and shall succeed to and assume all the properties, rights, privileges, powers rights and franchises obligations of the Company and Merger Sub shall vest in accordance with the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationDGCL.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Juno Lighting Inc), Agreement and Plan of Merger (Square D Co), Agreement and Plan of Merger (Dial Corp /New/)

Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of 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 Merger (Vitria Technology Inc), Agreement and Plan of Merger (Hanover Direct Inc), Agreement and Plan of Merger (Blue Martini Software Inc)

Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of 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 Merger (Exel LTD), Agreement and Plan of Merger (Mobility Electronics Inc), Agreement and Plan of Merger (Igo Corp)

Effects of the Merger. The Merger shall will have the effects set forth in Section 259 of the DGCL and all other effects specified in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers powers, and franchises of the Company and the Merger Sub shall Subsidiary will vest in the Surviving Corporation, Corporation and all debts, liabilities liabilities, obligations, and duties of the Company and the Merger Sub shall Subsidiary will become the debts, liabilities liabilities, obligations, and duties of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Lamela Luis E), Agreement and Plan of Merger (Paul Ramsay Holdings Pty LTD), Agreement and Plan of Merger (Ramsay Youth Services Inc)

Effects of the Merger. The At and after the Effective Time, the Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become be the debts, liabilities and duties of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Wellpoint, Inc), Agreement and Plan of Merger (Amerigroup Corp), Agreement and Plan of Merger (Wellpoint Inc)

Effects of the Merger. The At and after the Effective Time, the Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company PNU and Merger Sub shall vest be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company PNU and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Pharmacia Corp /De/), Agreement and Plan of Merger (Pharmacia & Upjohn Inc), Agreement and Plan of Merger (Monsanto Co)

Effects of the Merger. The At and after the Effective Time, the Merger shall have the effects set forth in the DGCL. Without limiting the generality of foregoing and subject to the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, assets, rights, privileges, immunities, powers and franchises of Merger Sub and the Company and Merger Sub shall vest in the Surviving Corporation, Company and all of the debts, liabilities and duties of Merger Sub and the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Moneygram International Inc), Agreement and Plan of Merger (Moneygram International Inc), Agreement and Plan of Merger (Moneygram International Inc)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, From and subject thereto, at after the Effective Time, the Surviving Corporation shall possess all the properties, rights, privileges, powers and franchises and be subject to all of the Company restrictions, disabilities and duties of Merger Sub and ARO, and all debts and liabilities of Merger Sub and ARO shall vest in become the debts and liabilities of the Surviving Corporation, and all debts, liabilities and duties of as provided under the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationDGCL.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (American Resources Offshore Inc), Agreement and Plan of Merger (Blue Dolphin Energy Co), Plan and Agreement of Merger (Blue Dolphin Energy Co)

Effects of the Merger. The Merger shall will have the effects set forth in Section 259 of the DGCL and all other effects specified in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers powers, and franchises of the Company and Merger Sub shall will vest in the Surviving Corporation, Corporation and all debts, liabilities liabilities, obligations, and duties of the Company and Merger Sub shall will become the debts, liabilities liabilities, obligations, and duties of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Cornell Companies Inc), Agreement and Plan of Merger (Powerhouse Technologies Inc /De), Agreement and Plan of Merger (Perot Systems Corp)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, Time all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Subsidiary shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub Subsidiary shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (American Medical Systems Holdings Inc), Agreement and Plan of Merger (American Medical Systems Holdings Inc), Agreement and Plan of Merger (BSD Medical Corp)

Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the DGCL, including Section 259 thereof. Without limiting the generality of the foregoing, and subject thereto, at as of the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of 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 Merger (United Rentals North America Inc), Agreement and Plan of Merger (Jones Apparel Group Inc), Agreement and Plan of Merger (Barneys New York Inc)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Acquisition Sub shall vest in the Surviving Corporation, Corporation and all debts, liabilities Liabilities and duties of the Company and Merger Acquisition Sub shall become the debts, liabilities Liabilities and duties of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (SWK Holdings Corp), Agreement and Plan of Merger (Information Services Group Inc.), Agreement and Plan of Merger (Carpenter Technology Corp)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers immunities, powers, franchises and franchises authority of the Company and Merger Sub shall vest will be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall will become the debts, liabilities and duties of the Surviving Corporation, in each case as contemplated by Section 259 of the DGCL.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Image Entertainment Inc), Agreement and Plan of Merger (Image Entertainment Inc), Agreement and Plan of Merger (BTP Acquisition Company, LLC)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality , including Section 259 of the foregoingDGCL, and subject theretoin accordance therewith, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of 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 Merger (GXS Corp), Agreement and Plan of Merger (Trega Biosciences Inc), Agreement and Plan of Merger (Brokat Infosystems Ag)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL, including Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested in the Surviving Corporation, and all debts, liabilities and duties of 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 Merger (QRS Corp), Agreement and Plan of Merger (QRS Corp), Agreement and Plan of Merger (QRS Corp)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and in the relevant provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company Pivotal and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company Pivotal and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Pivotal Software, Inc.), Agreement and Plan of Merger (Dell Technologies Inc), Agreement and Plan of Merger (Dell Technologies Inc)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of 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 Merger (IHS Inc.), Agreement and Plan of Merger (Category 5 Technologies Inc), Agreement and Plan of Merger (Burr Brown Corp)

Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Quest Software Inc), Agreement and Plan of Merger (Dell Inc), Agreement and Plan of Merger (Quest Software Inc)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers powers, and franchises of the Company and Merger Sub MergerSub shall vest in the Surviving Corporation, and all debts, liabilities liabilities, and duties of the Company and Merger Sub MergerSub shall become the debts, liabilities liabilities, and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Texas Instruments Inc), Agreement and Plan of Merger (Integrated Sensor Solutions Inc), Agreement and Plan of Merger (Texas Instruments Inc)

Effects of the Merger. The Merger shall have the effects set forth in the applicable provision of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub the Purchaser shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub the Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Cybermedia Inc), Agreement and Plan of Merger (Networks Associates Inc/), Agreement and Plan of Merger (Networks Associates Inc/)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers powers, and franchises of the Company and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Artio Global Investors Inc.), Agreement and Plan of Merger (Labranche & Co Inc), Agreement and Plan of Merger (Cowen Group, Inc.)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company Target and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company Target and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Geo Group Inc), Agreement and Plan of Merger (Cornell Companies Inc), Agreement and Plan of Merger (Cornell Companies Inc)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub IPO Co. shall vest in the Surviving Corporation, and all debts, liabilities liabilities, obligations, restrictions and duties of the Company and Merger Sub IPO Co. shall become the debts, liabilities liabilities, obligations, restrictions and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (American Real Estate Partners L P), Agreement and Plan of Merger (Icahn Carl C Et Al), Agreement and Plan of Merger (National Energy Group Inc)

Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Ii Agreement and Plan of Merger (Luxottica Group Spa), Agreement and Plan of Merger (Solutionsamerica Inc), Agreement and Plan of Merger (Cole National Corp /De/)

Effects of the Merger. The From and after the Effective Time, the Merger shall will have the effects set forth in the DGCLDGCL (including, without limitation, Sections 259, 260 and 261 thereof). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall will vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall will become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (On Command Corp), Agreement and Plan of Merger (Liberty Satellite & Technology Inc), Agreement and Plan of Merger (Liberty Satellite & Technology Inc)

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Effects of the Merger. The Merger shall have the effects set forth in the DGCL, the DLLCA and this Agreement. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Midland States Bancorp, Inc.), Agreement and Plan of Merger (Midland States Bancorp, Inc.), Agreement and Plan of Merger (Centrue Financial Corp)

Effects of the Merger. The At and after the Effective Time the Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub the Purchaser shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub the Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Danaher Corp /De/), Agreement and Plan of Merger (Danaher Corp /De/), Agreement and Plan of Merger (Sybron Dental Specialties Inc)

Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Acquisition Agreement (Alloy Inc), Acquisition Agreement (Alloy Inc), Agreement and Plan of Merger (Jones Apparel Group Inc)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Corporation and all debts, liabilities liabilities, obligations and duties of the Company and Merger Sub shall become the debts, liabilities liabilities, obligations and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Conexant Systems Inc), Agreement and Plan of Merger (Conexant Systems Inc), Agreement and Plan of Merger (Standard Microsystems Corp)

Effects of the Merger. The Merger shall have the effects set forth in --------------------- the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises property of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties obligations of the Company and Merger Sub shall become the debts, liabilities and duties obligations of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Quad-C Inc), Agreement and Plan of Merger (Avery Dennison Corporation), Agreement and Plan of Merger (Stimsonite Corp)

Effects of the Merger. The Merger shall have the effects set --------------------- forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of each of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities liability and duties of each of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Legato Systems Inc), Agreement and Plan of Merger (Legato Systems Inc), Agreement and Plan of Merger (Otg Software Inc)

Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Virage Inc), Agreement and Plan of Merger (Autonomy Corp PLC), Agreement and Plan of Merger (Virage Inc)

Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Acquisition Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Acquisition Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Tripath Imaging Inc), Agreement and Plan of Merger (Great American Financial Resources Inc), Agreement and Plan of Merger (Ceres Group Inc)

Effects of the Merger. The Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall Purchaser will vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall Purchaser will become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (International Paper Co /New/), Agreement and Plan of Merger (International Paper Co /New/), Agreement and Plan of Merger (Shorewood Packaging Corp)

Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, duties and liabilities and duties of the Company and Merger Sub and Company shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Perfumania Holdings, Inc.), Agreement and Plan of Merger (Perfumania Holdings, Inc.), Agreement and Plan of Merger (Parlux Fragrances Inc)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, the Surviving Company shall possess all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving CorporationSub, and all debtsof the claims, liabilities obligations, liabilities, debts and duties of the Company and Merger Sub shall become the debtsclaims, liabilities obligations, liabilities, debts and duties of the Surviving CorporationCompany.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (KSW Inc), Assumption Agreement (Bristol Myers Squibb Co), Agreement and Plan of Merger (Amylin Pharmaceuticals Inc)

Effects of the Merger. The Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest will be vested in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company and Merger Sub shall will become the debts, liabilities and duties of the Surviving CorporationCompany all as provided in the DGCL.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Microchip Technology Inc), Agreement and Plan of Merger (Atmel Corp), Agreement and Plan of Merger (Atmel Corp)

Effects of the Merger. The At and after the Effective Time, the --------------------- Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Triangle Pacific Corp), Agreement and Plan of Merger (Armstrong World Industries Inc), Agreement and Plan of Merger (Armstrong World Industries Inc)

Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (GLG Partners, Inc.), Agreement and Plan of Merger (Sage Summit LP), Agreement and Plan of Merger (Bare Escentuals Inc)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Infrastructure & Energy Alternatives, Inc.), Agreement and Plan of Merger (Forterra, Inc.), Agreement and Plan of Merger (Foundation Building Materials, Inc.)

Effects of the Merger. The Merger shall have the effects set forth in the TBCA and the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company each of Merger Sub A and Merger Sub B shall vest in the respective Surviving CorporationCorporations, and all debts, liabilities and duties of the Company each of Merger Sub A and Merger Sub B shall become the debts, liabilities and duties of the respective Surviving CorporationCorporations.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Interactive Pictures Corp), Agreement and Plan of Merger (Corporatefamily Solutions Inc), Agreement and Plan of Merger (Bamboo Com Inc)

Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Company and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Entegris Inc), Agreement and Plan of Merger (CMC Materials, Inc.), Agreement and Plan of Merger (CMC Materials, Inc.)

Effects of the Merger. The Merger shall have the effects set --------------------- forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises property of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties obligations of the Company and Merger Sub shall become the debts, liabilities and duties obligations of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Hughes Electronics Corp), Agreement and Plan of Merger (Telocity Delaware Inc), Agreement and Plan of Merger (Telocity Delaware Inc)

Effects of the Merger. The At and after the Effective Time, the Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all of the propertiesproperty, rights, privileges, powers and franchises of the Company and the Merger Sub shall vest be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company and the Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Massachusetts Mutual Life Insurance Co), Agreement and Plan of Merger 2 Agreement (Schulman Robert I), Agreement and Plan of Merger (Tremont Advisers Inc)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and in the relevant provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest continue in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become continue as the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Zevra Therapeutics, Inc.), Agreement and Plan of Merger (Acer Therapeutics Inc.), Agreement and Plan of Merger (Neustar Inc)

Effects of the Merger. The Merger shall have the --------------------- effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Acquisition shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Quickturn Design Systems Inc), Agreement and Plan of Merger (Quickturn Design Systems Inc), Stock Option Agreement (Quickturn Design Systems Inc)

Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers powers, and franchises of the Company and Merger Sub the Purchaser shall vest in the Surviving Corporation, and all debts, liabilities liabilities, and duties of the Company and Merger Sub the Purchaser shall become the debts, liabilities liabilities, and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Main Street Acquisition CORP), Agreement and Plan of Merger (Main Street Restaurant Group, Inc.), Agreement and Plan of Merger (Main Street Restaurant Group, Inc.)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company NHP and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company NHP and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Apartment Investment & Management Co), Agreement and Plan of Merger (NHP Inc), Agreement and Plan of Merger (Apartment Investment & Management Co)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation. As of the Effective Time, the Company shall be a wholly owned subsidiary of Purchaser.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (U S Aggregates Inc), Agreement and Plan of Merger (Monroc Inc), Agreement and Plan of Merger (U S Aggregates Inc)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the properties, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (WTNH Broadcasting Inc), Agreement and Plan of Merger (Lin Television Corp), Agreement and Plan of Merger (Lin Television Corp)

Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (PHH Corp), Agreement (Avis Group Holdings Inc), Agreement and Plan of Merger (Cendant Corp)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Buyer shall vest in the Surviving CorporationEntity, and all debts, liabilities and duties obligations of the Company and Merger Sub Buyer shall become the debts, liabilities and duties obligations of the Surviving CorporationEntity.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Pershing Gold Corp.), Agreement and Plan of Merger (Valor Gold Corp.), Agreement and Plan of Merger (Customer Acquisition Network Holdings, Inc.)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and in the relevant provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become be the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Paramount Gold Nevada Corp.), Agreement and Plan of Merger (Coeur Mining, Inc.), Agreement and Plan of Merger (Paramount Gold & Silver Corp.)

Effects of the Merger. The Merger shall have the effects set --------------------- forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise provided herein, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub and Virata shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub and Virata shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Virata Corp), Agreement and Plan of Merger (Virata Corp)

Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all claims, obligations, debts, liabilities and duties of the Company and Merger Sub shall become the claims, obligations, debts, liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tempur Pedic International Inc), Agreement and Plan of Merger (Sealy Corp)

Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub Purchaser shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Global Aero Logistics Inc.), Agreement and Plan of Merger (World Air Holdings, Inc.)

Effects of the Merger. The At the Effective Time, the effect of the Merger shall have the effects set forth be as provided for in the DGCL. Without limiting Under the generality of the foregoingDGCL, from and subject thereto, at after the Effective Time, all : (a) the properties, rights, privileges, powers and franchises Merger of the Company and Merger Sub and their continuance as one company shall vest in become effective; (b) the Surviving Corporation, and all debts, liabilities and duties property of each of the Company and Merger Sub shall become the debts, liabilities and duties property of the Surviving Corporation; and (c) the Surviving Corporation shall continue to be liable for the obligations and liabilities of each of the Company and Merger Sub.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Healthequity, Inc.), Agreement and Plan of Merger (Wageworks, Inc.)

Effects of the Merger. The Merger shall have the effects set forth in the DGCLDGCL and the DLLCA. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities liabilities, obligations and duties of the Company and Merger Sub shall become the debts, liabilities liabilities, obligations and duties of the Surviving CorporationCompany.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Synopsys Inc), Agreement and Plan of Merger (Avant Corp)

Effects of the Merger. The At and after the Effective Time, the Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, and powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debtsclaims, liabilities obligations, liabilities, debts and duties of the Company and Merger Sub shall become the debtsclaims, liabilities obligations, liabilities, debts and duties of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (M&t Bank Corp), Agreement and Plan of Merger (Wilmington Trust Corp)

Effects of the Merger. The At and after the Effective Time, the Merger shall will have the effects set forth specified in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested in the Surviving CorporationEntity, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationEntity.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (QCR Holdings Inc), Agreement and Plan of Merger (Guaranty Federal Bancshares Inc)

Effects of the Merger. The Merger shall have the effects set forth in this Agreement and in the relevant provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCorporation in accordance with the terms and conditions of this Agreement and the relevant provisions of the DGCL.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Xylem Inc.), Agreement and Plan of Merger (Evoqua Water Technologies Corp.)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL, including Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Buyer Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Buyer Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Core Mark International Inc), Agreement and Plan of Merger (Fleming Companies Inc /Ok/)

Effects of the Merger. The At and after the Effective Time, the Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of 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 Merger (Gerdau Ameristeel Corp), Agreement and Plan of Merger (Chaparral Steel CO)

Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, privileges and powers and franchises of the Company and Merger Sub Acquisition shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (DSP Communications Inc), Agreement and Plan of Merger (Intel Corp)

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