Merger; Surviving Corporation. In accordance with the ----------------------------- provisions of this Agreement and the GCL, at the Effective Time (as such term and other capitalized terms used herein without definition are defined in Section 9.1), Purchaser shall be merged with and into Company, and Company shall be the surviving corporation (hereinafter sometimes called the "Surviving --------- Corporation") and shall continue its corporate ----------- existence under the laws of the State of Delaware. At the Effective Time the separate corporate existence of Purchaser shall cease. All properties, franchises and rights belonging to Company and Purchaser, by virtue of the Merger and without further act or deed, shall be deemed to be vested in the Surviving Corporation, which shall thenceforth be responsible for all the liabilities and obligations of each of Purchaser and Company.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Intermedia Communications of Florida Inc), Agreement and Plan of Merger (Intermedia Communications of Florida Inc)
Merger; Surviving Corporation. In accordance with the ----------------------------- provisions of this Agreement and the GCL, at the Effective Time (as such term and is defined in Section 2.5; other capitalized terms used herein without definition are defined in Section 9.18.1), Purchaser shall be merged with and into Company, and Company shall be the surviving corporation (hereinafter sometimes called the "Surviving --------- CorporationSURVIVING CORPORATION") and shall continue its corporate ----------- existence under the laws of the State of Delaware. At the Effective Time the separate corporate existence of Purchaser shall cease. All properties, franchises and rights belonging to Company and Purchaser, by virtue of the Merger and without further act or deed, shall be deemed to be vested in the Surviving Corporation, which shall thenceforth be responsible for all the liabilities and obligations of each of Purchaser and Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Shared Technologies Fairchild Inc)
Merger; Surviving Corporation. In accordance with the ----------------------------- provisions of this Agreement and the GCL, at the Effective Time (as such term and is defined in Section 2.5; other capitalized terms used herein without definition are defined in Section 9.18.1), Purchaser shall be merged with and into Company, and Company shall be the surviving corporation (hereinafter sometimes called the "Surviving --------- Corporation") and shall continue its corporate ----------- existence under the --------------------- laws of the State of Delaware. At the Effective Time the separate corporate existence of Purchaser shall cease. All properties, franchises and rights belonging to Company and Purchaser, by virtue of the Merger and without further act or deed, shall be deemed to be vested in the Surviving Corporation, which shall thenceforth be responsible for all the liabilities and obligations of each of Purchaser and Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Intermedia Communications of Florida Inc)
Merger; Surviving Corporation. In accordance with the ----------------------------- provisions of this Agreement and the GCL, at the Effective Time (as such term and other capitalized terms used herein without definition are defined in Section 9.1), Purchaser shall be merged with and into Company, and Company shall be the surviving corporation (hereinafter sometimes called the "Surviving --------- Corporation") and shall continue its corporate ----------- existence under the laws of the State of Delaware. At the Effective Time the separate corporate existence of Purchaser shall cease. All properties, franchises and rights belonging to Company and Purchaser, by virtue of the Merger and without further act or deed, shall be deemed to be vested in the Surviving Corporation, which shall thenceforth be responsible for all the liabilities and obligations of each of Purchaser and Company.
Appears in 1 contract
Merger; Surviving Corporation. In accordance with the ----------------------------- provisions of this Agreement and the GCL, at the Effective Time (as such term and is defined in Section 2.5; other capitalized terms used herein without definition are defined in Section 9.18.1), Purchaser shall be merged with and into Company, and Company shall be the surviving corporation (hereinafter sometimes called the "Surviving --------- Corporation") and shall continue its corporate ----------- existence under the laws of the State of Delaware. At the Effective Time the separate corporate existence of Purchaser shall cease. All properties, franchises and rights belonging to Company and Purchaser, by virtue of the Merger and without further act or deed, shall be deemed to be vested in the Surviving Corporation, which shall thenceforth be responsible for all the liabilities and obligations of each of Purchaser and Company.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Shared Technologies Fairchild Inc)