Common use of Merger; Surviving Corporation Clause in Contracts

Merger; Surviving Corporation. In accordance with the provisions of this Agreement, the General Corporation Law of the State of Delaware ("DGCU") and the Business Corporation Law of the State of Indiana ("IBCL"), at the Effective Time the Company shall be merged with and into Merger Sub (the "Merger"), and Merger Sub shall be the surviving corporation in the Merger (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 existence of the Company shall cease. All properties, franchises and rights belonging to the Company and Merger Sub, 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 Merger Sub and the Company.

Appears in 1 contract

Samples: Merger Agreement (Pegasus Communications Corp)

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Merger; Surviving Corporation. In accordance with and subject to the provisions of this Agreement, Agreement and the General Corporation Law of the State of Delaware ("DGCU") and the Business Corporation Law of the State of Indiana ("IBCLGCL"), at the Effective Time (as defined in Section 2.4), the Company Merger Sub shall be merged with and into Merger Sub the Company (the "Merger"), and Merger Sub the Company shall be the surviving corporation in the Merger (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 existence of the Company Merger Sub shall cease. All properties, franchises and rights belonging to the Company and Merger Sub, 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 Merger Sub and the Company.

Appears in 1 contract

Samples: Merger Agreement (Othnet Inc)

Merger; Surviving Corporation. In accordance with the provisions of this Agreement, the General Corporation Law of the State of Delaware ("DGCUDGCL") and the Business Corporation Law of the State of Indiana ("IBCL"), at the Effective Time the Company shall be merged with and into Merger Sub (the "Merger"), and Merger Sub shall be the surviving corporation in the Merger (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 existence of the Company shall cease. All properties, franchises and rights belonging to the Company and Merger Sub, 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 Merger Sub and the Company.

Appears in 1 contract

Samples: Merger Agreement (Summe Richard D)

Merger; Surviving Corporation. In accordance with and subject to the provisions of this Agreement, Agreement and the General Corporation Law of the State of Delaware ("DGCU") and the Business Corporation Law of the State of Indiana ("IBCLDGCL"), at the Effective Time the Company Time, Merger Sub shall be merged with and into Merger Sub the Company (the "Merger"), and Merger Sub the Company shall be the surviving corporation in the Merger (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 existence of the Company Merger Sub shall cease. All properties, franchises and rights belonging to the Company and Merger Sub, 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 Merger Sub and the Company.

Appears in 1 contract

Samples: Merger Agreement (Pegasus Communications Corp)

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Merger; Surviving Corporation. In accordance with and subject to the provisions of this Agreement, Agreement and the General Corporation Law of the State of Delaware ("DGCU") and the Business Corporation Law of the State of Indiana ("IBCLDGCL"), at the Effective Time Time, the Company shall be merged with and into Merger Sub (the "Merger"), and Merger Sub shall be the surviving corporation in the Merger (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 existence of the Company shall cease. All properties, franchises and rights belonging to the Company and Merger Sub, 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 Merger Sub and the Company.

Appears in 1 contract

Samples: Merger Agreement (Trimark Holdings Inc)

Merger; Surviving Corporation. In accordance with and subject to the provisions of this Agreement, Agreement and the General Corporation Law of the State of Delaware ("DGCU") and the Business Corporation Law of the State of Indiana ("IBCL"“GCL”), at the Effective Time (as defined in Section 2.4), the Company Merger Sub shall be merged with and into Merger Sub the Company (the "Merger"), and Merger Sub the Company shall be the surviving corporation in the Merger (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 existence of the Company Merger Sub shall cease. All properties, franchises and rights belonging to the Company and Merger Sub, 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 Merger Sub and the Company.

Appears in 1 contract

Samples: Merger Agreement (Splinternet Holdings Inc)

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