The Merger; Filing and Effective Time. Subject to and in accordance with the terms and conditions of this Agreement and the DGCL, this Agreement and the certificates of the respective secretaries of Alamosa and Holdco Sub attached hereto as Exhibits A and B, duly executed, shall be filed with the Secretary of State of the State of Delaware (the "Delaware Secretary of State") by the Surviving Corporation at or as soon as practicable after the Closing (as defined below). The Merger shall become effective at the time when this Agreement is so filed with the Delaware Secretary of State (the "Effective Time").
The Merger; Filing and Effective Time. Subject to and in accordance with the terms and conditions of this Agreement and the DGCL, this Agreement and the certificates attached hereto of the respective secretaries of Parent and Merger Sub as Exhibits A and B, duly executed shall be filed with the Secretary of State of the State of Delaware (the "DELAWARE SECRETARY OF STATE") by the Surviving Corporation at or as soon as practicable after the Closing (as defined below). The Merger shall become effective at 5:00 p.m., New York City time, on the date on which this Agreement is so filed with the Delaware Secretary of State (the "EFFECTIVE TIME OF THE MERGER").
The Merger; Filing and Effective Time. (a) Upon the terms and subject to the conditions of this Agreement and in accordance with the DGCL, at the Effective Time, the Purchaser shall be merged into the Company. As a result of the Merger, the 3 8 separate corporate existence of the Purchaser shall cease and the Company shall be the surviving corporation (the "Surviving Corporation") following the effectiveness of the Merger. (b) The parties hereto shall cause the Merger to be consummated by filing a certificate of merger or, if applicable, a certificate of ownership and merger with the Secretary of State of the State of Delaware, in such form as required by and executed in accordance with the relevant provisions of the DGCL (the date and time of the filing of such certificate with the Secretary of State of the State of Delaware (or such later time as is agreed to by the parties hereto and set forth therein) being the "Effective Time"). 2.2
The Merger; Filing and Effective Time. Subject to and in accordance with the terms and conditions of this Agreement and the DGCL, this
The Merger; Filing and Effective Time. Subject to and in accordance with the terms and conditions of this Agreement and the DGCL, this Agreement and the cer- tificates of the secretaries of Atlas and MergerCo attached hereto as Exhibits A and B, duly executed, shall be filed with the Secretary of State of the State of Delaware (the "Delaware Secretary of State") by Atlas at or as soon as practicable after the Closing (as defined below). The Merger shall become effective at 4:01 p.m. eastern standard time on the date this Agreement is so filed with the Delaware Secretary of State (the "Effective Time").
The Merger; Filing and Effective Time. (a) Upon the terms and subject to the conditions of this Agreement and in accordance with the Florida Business Corporation Act (the “FBCA”), at the Effective Time (as hereinafter defined), SG shall be merged with and into the Company. As a result of the Merger, the separate corporate existence of SG shall cease and the Company shall be the surviving corporation (the “Surviving Corporation”) following the Effective Time. The Surviving Corporation shall possess all the rights, privileges, immunities, powers and franchises of the Company, and the Surviving Corporation shall by operation of law become liable for all of the debts, liabilities and duties of the Company. The name of the Surviving Corporation shall continue to be Ecometry Corporation and the purpose thereof shall be as set forth in the Articles of Incorporation of the Surviving Corporation.
The Merger; Filing and Effective Time. Subject to and in accordance with the terms and conditions of this Agreement and the DGCL, this Agreement and the certificates of the respective secretaries of Nortek and Holdco Sub attached hereto as EXHIBITS A AND B, duly executed, shall be filed with the Secretary of State of the State of Delaware (the "DELAWARE SECRETARY OF STATE") by the Surviving Corporation at or as soon as practicable after the Closing (as defined below). The Merger shall become effective at the time when this Agreement is so filed with the Delaware Secretary of State (the "EFFECTIVE TIME").
The Merger; Filing and Effective Time. (a) Upon the terms and subject to the conditions of this Agreement and in accordance with the Florida Business Corporation Act (the "FBCA"), at the Effective Time (as hereinafter defined), Acquisition Sub shall be merged with and into the Company. As a result of the Merger, the separate corporate existence of Acquisition Sub shall cease and the Company shall be the surviving corporation (the "Surviving Corporation") and shall become a wholly-owned subsidiary of Parent following the Effective Time. The Surviving Corporation shall possess all the rights, privileges, immunities, powers and franchises of the Company, and the Surviving Corporation shall by operation of law become liable for all of the debts, liabilities and duties of the Company. The name of the Surviving Corporation shall continue to be Ecometry Corporation and the purpose thereof shall be as set forth in the Articles of Incorporation of the Surviving Corporation.
The Merger; Filing and Effective Time. Subject to and in accordance with the terms and conditions of this Agreement and the DGCL, this Agreement and the certificates of the secretaries of optionsXpress and MergerCo attached hereto as EXHIBITS A and B, duly executed, shall be filed with the Secretary of State of the State of Delaware (the "DELAWARE SECRETARY OF STATE") by optionsXpress at or as soon as practicable after the Closing (as defined below). The Merger shall become effective at 11:59 p.m. eastern daylight time on the date this Agreement is so filed with the Delaware Secretary of State (the "EFFECTIVE TIME").
The Merger; Filing and Effective Time. Subject to and in accordance with the terms and conditions of this Agreement and the DGCL, this Agreement or in lieu thereof a certificate of merger regarding the Merger of Sub with and into ONS (as the case may be, the "Delaware Merger Certificate") shall be executed, acknowledged, and filed with the Secretary of State of the State of Delaware (the "Delaware Secretary of State") by the Surviving Corporation at or as soon as practicable after the Closing (as hereinafter defined). The Merger shall become effective upon such filing of the Delaware Merger Certificate (the "Effective Time of the Merger").
