Merger of Rocky Mountain Sample Clauses

Merger of Rocky Mountain. II Acquisition with and into Rocky Mountain II. (a) Rocky Mountain II Merger. Subject to the prior satisfaction of each of the conditions precedent set forth in Section 4.1 hereof, and of each of the conditions precedent set forth in Section 4.6, which have not been waived in writing by Rocky Mountain II, and of each of the conditions precedent set forth in Section 4.10, which have not been waived in writing by the Holding Company, on the Closing Date, immediately following the consummation of the transactions contemplated by Section 3.2 of this Agreement, Rocky Mountain II Acquisition shall be merged with and into Rocky Mountain II (the "Rocky Mountain II Merger"); whereupon, (i) the separate existence of Rocky Mountain II Acquisition shall cease; (ii) Rocky Mountain II shall continue in existence and shall thereafter possess all of the purposes and powers of Rocky Mountain II Acquisition; (iii) Rocky Mountain II shall succeed to all of the assets, rights, properties, licenses, franchises and privileges of Rocky Mountain II Acquisition (if any), which shall be transferred to, vested in and devolved upon Rocky Mountain II without further act or deed, subject to all of the debts and obligations of Rocky Mountain II Acquisition (if any); and (iv) Rocky Mountain II shall thereafter be liable and responsible for all of the liabilities, duties, indebtedness, obligations and responsibilities of Rocky Mountain II Acquisition (if any). The Articles of Incorporation and Bylaws of Rocky Mountain II in effect as of the Effective Time of the Rocky Mountain II Merger shall continue to be the Articles of Incorporation and Bylaws of Rocky Mountain II.
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Related to Merger of Rocky Mountain

  • Agreement to Buy and Sell Subject to the terms and conditions set forth herein, Seller agrees to sell the Property to Buyer, and Buyer hereby agrees to acquire the Property from Seller.

  • Plan of Merger This Agreement shall constitute an agreement of merger for purposes of the DGCL.

  • Business Combination Marketing Agreement The Company and the Representative have entered into a separate business combination marketing agreement substantially in the form filed as an exhibit to the Registration Statement (the “Business Combination Marketing Agreement”).

  • Ownership and Operations of Merger Sub Parent owns beneficially and of record all of the outstanding capital stock of Merger Sub. Merger Sub was formed solely for the purpose of engaging in the Transactions, has engaged in no other business activities and has conducted its operations only as contemplated hereby.

  • Merger Sale Conveyance and Lease Section 11.01. Company May Consolidate, Etc. on Certain Terms 49 Section 11.02. Successor Corporation to Be Substituted 50 Section 11.03. Officer’s Certificate and Opinion of Counsel to Be Given to Trustee 50 Section 12.01. Indenture and Notes Solely Corporate Obligations 51

  • Buy Texas Contractor agrees to comply with Section 2155.4441 of the Texas Government Code, requiring the purchase of products and materials produced in the State of Texas in performing service contracts.

  • APARTMENT OWNERSHIP ACT (OF THE RELEVANT STATE The Promoter has assured the Allottees that the project in its entirety is in accordance with the provisions of the [Please insert the name of the state Apartment Ownership] Act). The Promoter showing compliance of various laws/regulations as applicable in .

  • Operating Agreement The Borrower will not amend, modify, waive or terminate any provision of its operating agreement without the prior written consent of the Administrative Agent.

  • OWNERSHIP ACT (OR THE RELEVANT STATE ACT The Promoter has assured the Allottees that the project in its entirety is in accordance with the provisions of the West Bengal Housing Industry Regulation Act, 2017 (Xxxx Xxx. Act XLI of 2017) and registered with West Bengal Housing Industry Regulation Rules, 2018. The Promoter showing compliance of various laws/regulations as applicable in the State of West Bengal.

  • Consolidation Merger Sale Conveyance and Lease SECTION 10.01. Company May Consolidate, etc.,

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