Merger into Mandalay Sample Clauses

Merger into Mandalay. Section 1.02 Effective Time and Effective Date
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Merger into Mandalay. At the Effective Time on the Effective Date (each as hereinafter defined), Merger Sub shall be merged with and into Mandalay, with Mandalay (hereinafter sometimes called the “Surviving Corporation”) as the surviving corporation of the Merger. Following the Effective Time, the corporate existence of Mandalay shall continue unaffected and unimpaired, and as the Surviving Corporation of the Merger, Mandalay shall continue to be a corporation governed by the laws of the State of Michigan. On the Closing Date, Mandalay and Merger Sub shall cause (a) a Certificate of Merger to be executed and filed with the Secretary of State of Ohio in form required by the Ohio Revised Code (the “Ohio Certificate of Merger”); and (b) a Certificate of Merger to be executed and filed with the Secretary of State of Michigan in form required by the Michigan Business Corporation Act (the “Michigan Certificate of Merger”).

Related to Merger into Mandalay

  • Acquisition Transactions The Company shall provide the holder of this Warrant with at least twenty (20) days’ written notice prior to closing thereof of the terms and conditions of any of the following transactions (to the extent the Company has notice thereof): (i) the sale, lease, exchange, conveyance or other disposition of all or substantially all of the Company’s property or business, or (ii) its merger into or consolidation with any other corporation (other than a wholly-owned subsidiary of the Company), or any transaction (including a merger or other reorganization) or series of related transactions, in which more than 50% of the voting power of the Company is disposed of.

  • Merger Transaction Section 2.1

  • Conversion of Company Securities At the Effective Time, by virtue of the Merger and without any action on the part of any Party or the holder of any of the following securities:

  • Mergers, Acquisitions, Etc Merge or consolidate with any other entity or acquire all or a material part of the assets of any person or entity, or form or create any new Subsidiary or affiliate, or commence operations under any other name, organization, or entity, including any joint venture.

  • Hostile Acquisitions Directly or indirectly use the proceeds of any Loan in connection with the acquisition of part or all of a voting interest of five percent (5%) or more in any corporation or other business entity if such acquisition is opposed by the board of directors of such corporation or business entity.

  • Acquisition Transaction 7.2 (a) Agreement ........................

  • Consolidation, Merger, Sale or Purchase of Assets, etc The Credit Parties will not, nor will they permit any Subsidiary to,

  • Merger, Consolidation, Acquisition and Sale of Assets (a) Enter into any merger, consolidation or other reorganization with or into any other Person or acquire all or a substantial portion of the assets or stock of any Person or permit any other Person to consolidate with or merge with it.

  • Consolidation and Merger; Asset Acquisitions The Borrower will not consolidate with or merge into any Person, or permit any other Person to merge into it, or acquire (in a transaction analogous in purpose or effect to a consolidation or merger) all or substantially all the assets of any other Person.

  • Mergers, Acquisitions Merge or consolidate with any Person (whether or not the Company is the surviving entity), except a Subsidiary may consolidate with, or merge into, the Company or another Subsidiary, or, except as permitted by subsection 7.9(f), acquire all or substantially all of the assets or any of the capital stock of any Person.

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