Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL 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 and Acquisition shall vest in the Surviving Corporation and all debts, liabilities and duties of the Company and Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Execustay Corp), Merger Agreement (Marriott International Inc /Md/), Merger Agreement (Mi Subsidiary I Inc)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL and the DGCLMGCL. Without limiting the generality of the foregoing and subject thereto thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Acquisition shall vest in the Surviving Corporation and all debts, liabilities and duties of the Company and Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Merger Agreement (Ac Acquisition Subsidiary Inc), Merger Agreement (Chesapeake Biological Laboratories Inc), Merger Agreement (Ac Acquisition Subsidiary Inc)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in this Agreement and in the MGCL and relevant provisions of the DGCLMGCL. Without limiting the generality of the foregoing foregoing, and subject thereto thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Acquisition Merger Sub shall vest in the Surviving Corporation Corporation, and all claims, obligations, debts, liabilities and duties of the Company and Acquisition Merger Sub shall become the claims, obligations, debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Green Bancorp, Inc.), Agreement and Plan of Merger (Green Bancorp, Inc.), Agreement and Plan of Merger (SP Bancorp, Inc.)
Effects of the Merger. The At and after the Effective Time, the Merger shall have the --------------------- effects set forth in the MGCL this Agreement and the DGCLapplicable provisions of the MGCL. Without limiting the generality of the foregoing and subject thereto foregoing, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Acquisition shall vest in the Surviving Corporation shall possess all the rights, powers, privileges and franchises and be subject to all debtsof the obligations, liabilities and duties of the Company and Acquisition shall become Merger Sub, all as provided under the debts, liabilities and duties of the Surviving CorporationMGCL.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Hillshire Brands Co), Agreement and Plan of Merger (Tyson Foods Inc), Agreement and Plan of Merger (Tyson Foods Inc)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL and the DGCLMGCL. 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 Acquisition Merger Sub shall vest in the Surviving Corporation Corporation, and all debts, liabilities liabilities, duties and duties obligations of the Company and Acquisition Merger Sub shall become the debts, liabilities liabilities, duties and duties obligations of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Price Legacy Corp), Agreement and Plan of Merger (JDN Realty Corp), Agreement and Plan of Merger (Developers Diversified Realty Corp)
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 MGCL and the DGCL. Without limiting the generality of the foregoing foregoing, and subject thereto thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Acquisition shall vest in the Surviving Corporation Corporation, and all debts, liabilities and duties of the Company and Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (People's United Financial, Inc.), Agreement and Plan of Merger (First Connecticut Bancorp, Inc.), Agreement and Plan of Merger (People's United Financial, Inc.)
Effects of the Merger. The effects of the Merger shall have the --------------------- effects set forth be as provided in this Agreement and in the MGCL and applicable provisions of the DGCLMGCL. Without limiting the generality of the foregoing foregoing, and subject thereto thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Acquisition Merger Sub shall vest in the Surviving Corporation Corporation, and all debts, liabilities liabilities, duties and duties obligations of the Company and Acquisition Merger Sub shall become the debts, liabilities liabilities, duties and duties obligations of the Surviving Corporation, all as provided under the MGCL.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Firstenergy Corp), Agreement and Plan of Merger (Allegheny Energy, Inc), Agreement and Plan of Merger
Effects of the Merger. The Merger shall have the --------------------- effects set forth in Section 3-114 of the MGCL and the DGCLthis Agreement. Without limiting the generality of the foregoing foregoing, and subject thereto thereto, at the Effective TimeTime of the Merger, all of the propertiesproperty, rights, privileges, privileges and powers and franchises of the Company and Acquisition shall Merger Sub will vest in the Surviving Corporation Company, and all of the debts, liabilities and duties of the Company and Acquisition shall Merger Sub will become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Pan Pacific Retail Properties Inc), Agreement and Plan of Merger (Lazard Freres Real Estate Investors LLC), Agreement and Plan of Merger (Center Trust Inc)
Effects of the Merger. The From and after the Effective Time, the Merger shall have the --------------------- effects set forth in the MGCL and applicable provisions of the DGCLMGCL. Without limiting the generality of the foregoing and subject thereto thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Acquisition Merger Sub shall vest in the Surviving Corporation and all debts, liabilities liabilities, duties and duties obligations of the Company and Acquisition Merger Sub shall become the debts, liabilities liabilities, duties and duties obligations of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (PHH Corp), Agreement and Plan of Merger (Sizeler Property Investors Inc), Agreement and Plan of Merger (Revenue Properties Co LTD)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL and applicable provisions of the DGCLMGCL. Without limiting the generality of the foregoing and subject thereto thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Acquisition Purchaser shall vest in the Surviving Corporation Corporation, and all debts, liabilities and duties of the Company and Acquisition Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Microdyne Corp), Agreement and Plan of Merger (L 3 Communications Holdings Inc)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL and applicable provisions of the DGCLMGBCL. Without limiting the generality of the foregoing foregoing, from and subject thereto at after the Effective Time, the Surviving Corporation shall possess all the properties, rights, privileges, powers and franchises of the Company and Acquisition shall vest in the Surviving Corporation Merger Sub, and all debtsof the claims, liabilities obligations, liabilities, debts and duties of the Company and Acquisition 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 (Vail Resorts Inc), Agreement and Plan of Merger (Peak Resorts Inc)
Effects of the Merger. The Merger shall have the --------------------- effects set forth herein and in the MGCL and applicable provisions of the DGCLMGCL. Without limiting the generality of the foregoing and subject thereto thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Acquisition Merger Sub shall vest in the Surviving Corporation Corporation, and all debts, liabilities and duties of the Company and Acquisition Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ace Comm Corp), Agreement and Plan of Merger (Ace Comm Corp)
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 MGCL and the DGCLMLLCA. Without limiting the generality of the foregoing and subject thereto thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Acquisition Merger Sub shall vest in the Surviving Corporation and all debts, liabilities liabilities, duties and duties obligations of the Company and Acquisition Merger Sub shall become the debts, liabilities liabilities, duties and duties obligations of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (General Growth Properties Inc), Agreement and Plan of Merger (Rouse Company)
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 MGCL and the DGCLOGCL. Without limiting the generality of the foregoing foregoing, and subject thereto thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Acquisition shall vest in the Surviving Corporation Corporation, and all debts, liabilities and duties of the Company and Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mb Financial Inc /Md), Agreement and Plan of Merger (Fifth Third Bancorp)
Effects of the Merger. The At and after the Effective Time, the Merger shall will have the --------------------- effects set forth in the MGCL and the DGCLMGCL. 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 Acquisition Acquirer shall vest in the Surviving Corporation Company, and all debts, liabilities and duties of the Company and Acquisition Acquirer shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (RWD Technologies Inc), Agreement and Plan of Merger (RWD Technologies Inc)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL and the DGCLMGCL. 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 Acquisition Merger Sub shall vest in the Surviving Corporation Corporation, and all debts, liabilities and duties of the Company and Acquisition Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Security Capital Group Inc/), Agreement and Plan of Merger (General Electric Capital Corp)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL and applicable provisions of the DGCLMGCL. Without limiting the generality of the foregoing foregoing, from and subject thereto at after the Effective Time, the Surviving Corporation shall possess all the properties, rights, privileges, powers and franchises of the Company and Acquisition shall vest in the Surviving Corporation Sub, and all debtsof the claims, liabilities obligations, liabilities, debts and duties of the Company and Acquisition 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 (Smith & Nephew PLC), Agreement and Plan of Merger (Osiris Therapeutics, 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 MGCL and the DGCL. Without limiting the generality of the foregoing and subject thereto thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Acquisition Sub shall vest in the Surviving Corporation and all debts, liabilities liabilities, duties and duties obligations of the Company and Acquisition Sub shall become the debts, liabilities liabilities, duties and duties obligations of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (AmNet Mortgage, Inc.), Agreement and Plan of Merger (Wachovia Corp New)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in this Agreement and specified in the MGCL and applicable provisions of the DGCLMGCL. Without limiting the generality of the foregoing and subject thereto thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Acquisition Merger Sub shall vest in the Surviving Corporation and all debts, liabilities and duties of the Company and Acquisition Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Comtech Telecommunications Corp /De/), Agreement and Plan of Merger (Telecommunication Systems Inc /Fa/)
Effects of the Merger. The Merger shall have the --------------------- effects set forth herein and in the MGCL and applicable provisions of the DGCLMGCL. Without limiting the generality of the foregoing foregoing, and subject thereto thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Acquisition Merger Sub shall vest in the Surviving Corporation Corporation, and all debts, liabilities and duties of the Company and Acquisition Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Integral Systems Inc /Md/), Agreement and Plan of Merger (Kratos Defense & Security Solutions, Inc.)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL and the DGCLMGCL. Without limiting the generality of the foregoing foregoing, and subject thereto thereto, at the Effective Time, all of the properties, rights, privileges, powers and franchises of the Company and Acquisition Merger Sub shall vest in the Surviving Corporation Corporation, and all debts, liabilities and duties of the Company and Acquisition Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Texas Instruments Inc), Agreement and Plan of Merger (Unitrode Corp)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL and the DGCLDLLC Act. 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 Acquisition Merger Sub shall vest in the Surviving Corporation Entity, and all debts, liabilities liabilities, duties and duties obligations of the Company and Acquisition Merger Sub shall become the debts, liabilities liabilities, duties and duties obligations of the Surviving CorporationEntity.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Inland Retail Real Estate Trust Inc), Agreement and Plan of Merger (Developers Diversified Realty Corp)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL and applicable provisions of the DGCLMGBCL. Without limiting the generality of the foregoing foregoing, from and subject thereto at after the Effective Time, the Surviving Corporation shall possess all the properties, rights, privileges, powers and franchises of the Company and Acquisition shall vest in the Surviving Corporation Sub, and all debtsof the claims, liabilities obligations, liabilities, debts and duties of the Company and Acquisition 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, Agreement and Plan of Merger (Lmi Aerospace Inc)
Effects of the Merger. The Merger shall have the --------------------- effects set forth herein and in the MGCL and applicable provisions of the DGCLMGCL. Without limiting the generality of the foregoing foregoing, and subject thereto at thereto, from and after the Effective Time, all the propertiesproperty, rights, privileges, powers immunities, powers, franchises, licenses and franchises authority of the Company and Acquisition Merger Sub shall vest in the Surviving Corporation Corporation, and all debts, liabilities liabilities, obligations, restrictions and duties of each of the Company and Acquisition Merger Sub shall become the debts, liabilities liabilities, obligations, restrictions and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Liquidity Services Inc)
Effects of the Merger. The From and after the Effective --------------------- Time, the Merger shall have the --------------------- effects set forth in the MGCL and the DGCLMGCL. 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 Acquisition Purchaser shall vest in the Surviving Corporation Corporation, and all debts, liabilities and duties of the Company and Acquisition Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Security Capital Group Inc/)
Effects of the Merger. The Merger shall have the --------------------- effects set forth as provided in this Agreement and as specified in the MGCL and applicable provisions of the DGCLMGCL. Without limiting the generality of the foregoing and subject thereto to the foregoing, at the Effective Time, all of the propertiesproperty, assets, rights, privileges, immunities, powers and franchises of Merger Sub and the Company and Acquisition shall vest in the Company as the Surviving Corporation Corporation, and all of the debts, liabilities and duties of Merger Sub and the Company and Acquisition shall become the debts, liabilities and duties of the Company as the Surviving Corporation.
Appears in 1 contract
Effects of the Merger. The At and after the Effective Time, the Merger shall will have the --------------------- effects set forth in the MGCL and the DGCLMGCL. Without limiting the generality of the foregoing foregoing, and subject thereto thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Acquisition Merger Sub shall vest be vested in the Surviving Corporation Corporation, and all debts, liabilities liabilities, obligations and duties of the Company and Acquisition Merger Sub shall become the debts, liabilities liabilities, obligations and duties of the Surviving Corporation.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Franchise Finance Corp of America)
Effects of the Merger. The From and after the Effective --------------------- Time, the Merger shall have the --------------------- effects set forth in Section 3-114 of the MGCL and the DGCLMGCL. Without limiting the generality of the foregoing foregoing, and subject thereto thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises franchises, of a public or private nature, of the Company and Acquisition Merger Sub shall vest in the Surviving Corporation Corporation, and all debts, liabilities and duties of the Company and Acquisition Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 1 contract
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL applicable provisions of the MGCL, including Section 3-114, and the DGCLAct, including Section 18-209(g). Without limiting the generality of the foregoing and subject thereto foregoing, at the Effective Time, except as otherwise provided in this Agreement, all the propertiesproperty, rights, privileges, powers and franchises franchises, and all and every other interest of Subsidiary and the Company and Acquisition Company, shall vest in the Surviving Corporation Entity, and all debts, liabilities and duties of Subsidiary and the Company and Acquisition shall become the debts, liabilities and duties of the Surviving CorporationEntity.
Appears in 1 contract
Samples: Agreement and Plan of Merger (America First Apartment Investors Inc)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the MGCL and the DGCLMGCL. Without limiting the generality of the foregoing and subject thereto thereto, at the Effective Time, Time the Surviving Company shall succeed to all the properties, rights, privileges, powers rights and franchises property of Acquisition and the Company and shall be subject to all the debts and liabilities of Acquisition shall vest in and the Surviving Corporation and all debts, liabilities and duties of the Company and Acquisition shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pacific Gateway Properties Inc /Md/)
