Common use of Mechanics of Closing Merger Clause in Contracts

Mechanics of Closing Merger. Subject to the terms and conditions set forth herein, the Merger Agreement shall be executed and it or Articles of Merger or a Certificate of Merger shall be filed with the Office of Public Regulation Commission of the State of New Mexico within ten (10) business days following the satisfaction or waiver of all conditions precedent set forth in Sections 6 and 7 of this Agreement or on such other date as may be agreed to by the parties (the "Closing Date"); provided, however, that the Closing Date shall not occur prior to January 15, 2000. Each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of final regulatory approval of the Merger and the expiration of all required waiting periods. The time that the filing referred to in the first sentence of this paragraph is made is herein referred to as the "Time of Filing." The day on which such filing is made and accepted is herein referred to as the "Effective Date of the Merger." The "Effective Time of the Merger" shall be 11:59 p.m. Farmington, New Mexico time on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. shall cease and Merger Co. will be merged with and into First Place pursuant to the Merger Agreement. The closing of the transactions contemplated by this Agreement and the Merger Agreement (the "Closing") shall take place on the Closing Date at the offices of Xxxxx Fargo, Norwest Center, Sixth and Marquette, Minneapolis, Minnesota.

Mechanics of Closing Merger. Subject to the terms and conditions set forth herein, the Merger Agreement shall be executed and it or Articles of Merger or a Certificate of Merger shall be filed with the Office Secretary of Public Regulation Commission State of the State of New Mexico Washington within ten (10) business days following the satisfaction or waiver of all conditions precedent set forth in Sections 6 and 7 of this Agreement or on such other date as may be agreed to by the parties (the "“Closing Date"”); provided, however, provided that the Closing Date shall not occur prior to January 15, 2000on the last business day of a calendar month. Each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of final regulatory approval of the Merger and the expiration of all required waiting periods. The time that the filing referred to in the first sentence of this paragraph is made is herein referred to as the "“Time of Filing." ” The day on which such filing is made and accepted is herein referred to as the "“Effective Date of the Merger." ” The "“Effective Time of the Merger" ” shall be 11:59 p.m. Farmingtonp.m., New Mexico time Seattle, Washington time, on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. shall cease and Merger Co. will be merged with and into First Place Company pursuant to the Merger Agreement. The closing of the transactions contemplated by this Agreement and the Merger Agreement (the "“Closing"”) shall take place on the Closing Date at the offices of Xxxxx Fargo, Norwest Xxxxx Fargo Center, Sixth and Marquette, Minneapolis, Minnesota.

Mechanics of Closing Merger. Subject to the terms and conditions set forth herein, the Merger Agreement shall be executed and it or Articles officers’ certificates prescribed by Section 1103 of Merger or a Certificate of Merger the California General Corporation Law (“CGCL”) shall be filed with the Office Secretary of Public Regulation Commission State of the State of New Mexico California within ten five (105) business days following the first business day occurring after the satisfaction or waiver of all conditions precedent set forth in Sections paragraphs 6 and 7 of this Agreement and after expiration of the period for determining which shares of Company Common Stock are eligible to be “Perfected Dissenting Shares” as provided in paragraph 1302 of the CGCL or on such other date as may be agreed to by the parties (the "“Closing Date"”); provided, however, provided that the Closing Date shall not occur prior on the last business day of a calendar month. Subject to January 15the terms and conditions of this Agreement, 2000. Each each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of all final regulatory approval approvals of the Merger and the expiration of all required statutory waiting periods. The time that the filing referred to in the first sentence of this paragraph is made is herein referred to as the "“Time of Filing." ” The day on which such filing is made and accepted is herein referred to as the "“Effective Date of the Merger." ” The "“Effective Time of the Merger" ” shall be 11:59 p.m. Farmingtonp.m., New Mexico time Central time, on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. shall cease and Merger Co. will be merged with and into First Place Company pursuant to the Merger Agreement. “Perfected Dissenting Shares” shall mean shares of Company Common Stock for which all requisite actions to be treated as dissenting shares pursuant to Section 1300 of the CGCL have been taken. The closing of the transactions contemplated by this Agreement and the Merger Agreement (the "“Closing"”) shall take place on the Closing Date at the offices of Xxxxx Fargo’s Law Department in San Francisco, Norwest Center, Sixth and Marquette, Minneapolis, MinnesotaCalifornia.

Mechanics of Closing Merger. Subject to the terms and conditions set forth herein, the Merger Agreement shall be executed and it or Articles of Merger or a Certificate of Merger shall be filed with the Office Department of Public Regulation Commission Consumer and Industry Services of the State of New Mexico Michigan within ten (10) business days following the satisfaction or waiver of all conditions precedent set forth in Sections 6 and 7 of this Agreement or on such other date as may be agreed to by the parties (the "Closing Date"); provided, however, provided that the Closing Date shall not occur prior to January 15March 16, 20002000 and shall not occur on the last business day of a calendar month. Each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of final regulatory approval of the Merger and the expiration of all required waiting periods. The time that the filing referred to in the first sentence of this paragraph is made is herein referred to as the "Time of Filing." The day on which such filing is made and accepted is herein referred to as the "Effective Date of the Merger." The "Effective Time of the Merger" shall be 11:59 p.m. FarmingtonLansing, New Mexico Michigan time on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. shall cease and Merger Co. will be merged with and into First Place Company pursuant to the Merger Agreement. The closing of the transactions contemplated by this Agreement and the Merger Agreement (the "Closing") shall take place on the Closing Date at the offices of Xxxxx Fargo, Norwest Center, Sixth and Marquette, Minneapolis, Minnesota, or such other place mutually agreed upon by Xxxxx Fargo and Company.

Mechanics of Closing Merger. Subject to the terms and conditions set forth herein, the Merger Agreement shall be executed and it or Articles of Merger or a Certificate of Merger shall be filed with the Office Secretary of Public Regulation Commission State of the State of New Mexico Delaware within ten (10) business days following the satisfaction or waiver of all conditions precedent set forth in Sections 6 and 7 of this Agreement or on such other date as may be agreed to by the parties (the "Closing Date"); provided, however, provided that the Closing Date shall not occur prior to January 15, 2000on the last business day of a calendar month. Each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of final regulatory approval of the Merger and the expiration of all required waiting periods. The time that the filing referred to in the first sentence of this paragraph is made is herein referred to as the "Time of Filing." The day on which such filing is made and accepted is herein referred to as the "Effective Date of the Merger." The "Effective Time of the Merger" shall be 11:59 p.m. FarmingtonSalt Lake City, New Mexico Utah, time on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. shall cease and Merger Co. will be merged with and into First Place Company pursuant to the Merger Agreement. The closing of the transactions contemplated by this Agreement and the Merger Agreement (the "Closing") shall take place on the Closing Date at the offices of Xxxxx Wells Fargo, Norwest Center, Sixth and Marquetteanx Xxxquette, Minneapolis, Minnesota.

Mechanics of Closing Merger. Subject to the terms and conditions set forth herein, the Merger Agreement shall be executed and it or Articles of Merger or a Certificate of Merger shall be filed with the Office Secretary of Public Regulation Commission State of the State of New Mexico Minnesota within ten (10) business days following the satisfaction or waiver of all conditions precedent set forth in Sections 6 and 7 of this Agreement or on such other date as may be agreed to by the parties (the "Closing Date"); provided, however, that the Closing Date shall not occur prior to January 15, 2000. Each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of final regulatory approval of the Merger and the expiration of all required waiting periods. The time that the filing referred to in the first sentence of this paragraph Section 1(f) is made is herein referred to as the "Time of Filing." ". The day on which such filing is made and accepted is herein referred to as the "Effective Date of the Merger." ". The "Effective Time of the Merger" shall be 11:59 p.m. Farmington, New Mexico time on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. Morris shall cease and Merger Co. Morris will be merged with and into First Place pursuant Northxxx xxrsuant to the Merger AgreementMerxxx Xxreement. Prior to the Effective Time of the Merger, Morris shall cause the holders of Morris Common Stock to deliver xxx xertificates representing sucx Xxxxis Common Stock to Northern. When the conversion ratio in Sexxxxx 1(a) is computed and agreed to by the parties and after the Effective Time of the Merger, Northern shall cause Continental Stock Transfer Company or such other transfer agent as Northern shall designate to distribute certificates evidencing the Northern Common Stock issuable in exchange for the certificates representing the Morris Common Stock. The closing of the transactions contemplated cxxxxxxlated by this Agreement and the Merger Agreement (the "Closing") shall take place on the Closing Date at the offices of Xxxxx FargoFredrikson & Byron, Norwest Center, Sixth and Marquette, Minneapolis, Minnesota.P.A.

Mechanics of Closing Merger. Subject to the terms and conditions set forth herein, the Merger Agreement shall be executed and it or Articles of Merger or a Certificate of Merger shall be filed with the Office Secretary of Public Regulation Commission State of the State of New Mexico Texas within ten (10) business days following the satisfaction or waiver of all conditions precedent set forth in Sections 6 and 7 of this Agreement or on such other date as may be agreed to by the parties (the "Closing Date"); provided, however, provided that the Closing Date shall not occur prior to January 15, 2000on the last business day of a calendar month. Each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of final regulatory approval of the Merger and the expiration of all required waiting periods. The time that the filing referred to in the first sentence of this paragraph is made is herein referred to as the "Time of Filing." The day on which such filing is made and accepted is herein referred to as the "Effective Date of the Merger." The "Effective Time of the Merger" shall be 11:59 p.m. Farmington12:01 a.m., New Mexico time Austin, Texas time, on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. shall cease and Merger Co. will be merged with and into First Place Company pursuant to the Merger Agreement. The closing of the transactions contemplated by this Agreement and the Merger Agreement (the "Closing") shall take place on the Closing Date at the offices of Xxxxx Wells Fargo, Norwest Wells Fargo Center, Sixth and MarquetteSixxx xnd Marquxxxx, Minneapolis, MinnesotaMinnesota or at such other place as the parties may mutually agree.

Mechanics of Closing Merger. Subject to the terms and conditions set forth herein, the Merger Agreement shall be executed and it or Articles of Merger or a Certificate of Merger shall be filed with the Office Secretary of Public Regulation Commission State of the State of New Mexico Texas within ten two (102) business days following the satisfaction or waiver of all conditions precedent set forth in Sections 6 and 7 of this Agreement or on such other date as may be agreed to by the parties (the "“Closing Date"”); provided, however, provided that the Closing Date shall not occur prior to January 15, 2000on the last business day of a calendar month. Each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of final regulatory approval of the Merger and the expiration of all required waiting periods. The time that the filing referred to in the first sentence of this paragraph is made is herein referred to as the "“Time of Filing." ” The day on which such filing is made and accepted is herein referred to as the "“Effective Date of the Merger." ” The "“Effective Time of the Merger" ” shall be 11:59 p.m. Farmingtonp.m., New Mexico time Central time, on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. shall cease and Merger Co. will be merged with and into First Place Company pursuant to the Merger Agreement. The closing of the transactions contemplated by this Agreement and the Merger Agreement (the "“Closing"”) shall take place on the Closing Date at the offices of Xxxxx Fargocounsel for the Company, Norwest CenterBracewell & Xxxxxxxxx, Sixth and MarquetteLLP, MinneapolisHouston, MinnesotaTexas.

Mechanics of Closing Merger. Subject to the terms and conditions set forth herein, the Merger Agreement shall be executed and it or Articles of Merger or a Certificate of Merger shall be filed with the Office Secretary of Public Regulation Commission State of the State of New Mexico Delaware within ten five (105) business days following the satisfaction or waiver of all conditions precedent set forth in Sections 6 and 7 of this Agreement or on such other date as may be agreed to by the parties (the "Closing Date"); provided, however, provided that the Closing Date shall not occur prior to January 15March 16, 20002000 and shall not occur on the last business day of a calendar month. Each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of final regulatory approval of the Merger and the expiration of all required waiting periods. The time that the filing referred to in the first sentence of this paragraph is made is herein referred to as the "Time of Filing." The day on which such filing is made and accepted is herein referred to as the "Effective Date of the Merger." The "Effective Time of the Merger" shall be 11:59 p.m. FarmingtonWilmington, New Mexico Delaware time on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. shall cease and Merger Co. will be merged with and into First Place Company pursuant to the Merger Agreement. The closing of the transactions contemplated by this Agreement and the Merger Agreement (the "Closing") shall take place on the Closing Date at the offices of Xxxxx Fargo, Norwest Center, Sixth and Marquette, Minneapolis, Minnesota.

Mechanics of Closing Merger. Subject to the terms and conditions set --------------------------- forth herein, the Merger Agreement shall be executed and it or Articles of Merger or a Certificate of Merger shall be filed with the Office Secretary of Public Regulation Commission State of the State of New Mexico Texas within ten (10) business days following the satisfaction or waiver of all conditions precedent set forth in Sections 6 and 7 of this Agreement or on such other date as may be agreed to by the parties (the "Closing Date"); provided, however, that the Closing Date shall not occur prior to January 15, 2000. Each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of final regulatory approval of the Merger and the expiration of all required waiting periods. The time that the filing referred to in the first sentence of this paragraph is made is herein referred to as the "Time of Filing." ". The day on which such filing is made and accepted is herein referred to as the "Effective Date of the Merger." ". The "Effective Time of the Merger" shall be 11:59 p.m. FarmingtonFort Worth, New Mexico Texas time on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. shall cease and Merger Co. will be merged with and into First Place Central pursuant to the Merger Agreement. The closing of the transactions contemplated by this Agreement and the Merger Agreement (the "Closing") shall take place on the Closing Date at the offices of Xxxxx FargoNorwest, Norwest Center, Sixth and Marquette, Minneapolis, Minnesota.

Mechanics of Closing Merger. Subject to the terms and conditions set forth herein, the Merger Agreement shall be executed and it or Articles of Merger or a Certificate of Merger shall be filed with the Office Secretary of Public Regulation Commission State of the State of New Mexico Texas within ten (10) business days following the satisfaction or waiver of all conditions precedent set forth in Sections 6 and 7 of this Agreement or on such other date as may be agreed to by the parties (the "Closing Date"); provided, however, provided that the Closing Date shall not occur prior to January 15, 2000. Each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of final regulatory approval of the Merger and the expiration of all required waiting periods. The time that the filing referred to in the first sentence of this paragraph is made is herein referred to as the "Time of Filing." The day on which such filing is made and accepted is herein referred to as the "Effective Date of the Merger." The "Effective Time of the Merger" shall be 11:59 p.m. FarmingtonAustin, New Mexico Texas time on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. shall cease and Merger Co. will be merged with and into First Place Prime pursuant to the Merger Agreement. The closing of the transactions contemplated by this Agreement and the Merger Agreement (the "Closing") shall take place on the Closing Date at the offices of Xxxxx FargoWellx Xxxgo, Norwest Center, Sixth and Marquette, Minneapolis, Minnesota, or such other place mutually agreed upon by Wellx Xxxgo and Prime.

Mechanics of Closing Merger. Subject to the terms and conditions set forth herein, the Merger Agreement shall be executed and it or Articles of Merger or a Certificate of Merger shall be filed with the Office Secretary of Public Regulation Commission State of the State of New Mexico Delaware within ten (10) business days following the satisfaction or waiver of all conditions precedent set forth in Sections 6 and 7 of this Agreement or on such other date as may be agreed to by the parties (the "Closing Date"); provided, however, provided that the Closing Date shall not occur prior to January 15, 2000on the last business day of a calendar month. Each of the parties agrees to use its best efforts to cause the Merger to be completed as soon as practicable after the receipt of final regulatory approval of the Merger and the expiration of all required waiting periods. The time that the filing referred to in the first sentence of this paragraph is made is herein referred to as the "Time of Filing." The day on which such filing is made and accepted is herein referred to as the "Effective Date of the Merger." The "Effective Time of the Merger" shall be 11:59 p.m. FarmingtonSalt Lake City, New Mexico Utah, time on the Effective Date of the Merger. At the Effective Time of the Merger on the Effective Date of the Merger, the separate existence of Merger Co. shall cease and Merger Co. will be merged with and into First Place Company pursuant to the Merger Agreement. The closing of the transactions contemplated by this Agreement and the Merger Agreement (the "Closing") shall take place on the Closing Date at the offices of Xxxxx Fargo, Norwest Center, Sixth and Marquette, Minneapolis, Minnesota.