Common use of Merger; Surviving Corporation Clause in Contracts

Merger; Surviving Corporation. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”) in accordance with the terms of, and subject to the conditions set forth in, this Agreement and the DGCL. As a result of the Merger, the Company shall continue as the surviving corporation of the Merger (the “Surviving Corporation”) and shall continue its existence under the laws of the State of Delaware, and the separate existence of Merger Sub shall cease.

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Affinia Group Intermediate Holdings Inc.)

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Merger; Surviving Corporation. (a) Upon the terms and subject to the conditions set forth in of this Agreement, at the Effective Time, Merger Sub shall will be merged with and into the Company (the “Merger”) in accordance with the terms of, and subject to the conditions set forth in, this Agreement and the DGCL. As a result of the Merger, the separate existence of Merger Sub will cease and the Company shall will continue as the surviving corporation of the Merger (the “Surviving Corporation”) and shall will continue its existence under to be governed by the laws of the State of Delaware, . References to the “Company” in this Agreement shall mean and refer to the separate existence of Merger Sub shall cease“Surviving Corporation” following the Effective Time.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Magellan Health Inc)

Merger; Surviving Corporation. Upon the terms and subject to the conditions set forth in this Agreement, at At the Effective TimeTime and in accordance with the provisions of this Agreement and the Delaware General Corporation Law, as amended (the “Act”), Merger Sub shall be merged merge with and into the Company (the “Merger”) in accordance with and, thereupon, the terms of, separate corporate existence of Merger Sub shall cease and subject to the conditions set forth in, this Agreement and the DGCL. As a result of the Merger, the Company shall continue as the surviving corporation of in the Merger (hereinafter sometimes called the “Surviving Corporation”) and shall continue its existence under the laws of the State of Delaware, and the separate existence of Merger Sub shall ceaseAct.

Appears in 1 contract

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

Merger; Surviving Corporation. Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the terms of the DGCL, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”) in accordance with the terms of, and subject to the conditions set forth in, this Agreement and the DGCLCompany. As a result of the Merger, the Company shall continue as the surviving corporation company of the Merger (the “Surviving Corporation”) and shall continue its corporate existence under the laws of the State of Delaware, and the separate corporate existence of Merger Sub shall cease.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Surgery Partners, Inc.)

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Merger; Surviving Corporation. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, Merger Sub Acquisition shall be merged with and into the Company (the “Merger”) in accordance with the terms of, and subject to the conditions set forth in, in this Agreement and the DGCL. As a result of Following the Merger, the Company shall continue as the surviving corporation of in the Merger (the “Surviving Corporation”) and shall continue its corporate existence under the laws of the State of Delaware, and the separate corporate existence of Merger Sub Acquisition shall cease.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Brookstone Inc)

Merger; Surviving Corporation. Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”) in accordance with the terms of, and subject to the conditions set forth in, this Agreement and Section 251 of the DGCL. As a result of the Merger, the separate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation of the Merger after the Effective Time (the “Surviving Corporation”) and shall continue its existence under the laws Laws of the State of Delaware, and the separate existence of Merger Sub shall cease.

Appears in 1 contract

Samples: Agreement and Plan of Merger (PERDOCEO EDUCATION Corp)

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