The Merger. At the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 12 contracts
Sources: Agreement and Plan of Merger (Nuance Communications, Inc.), Merger Agreement (Answers CORP), Merger Agreement (Cybersource Corp)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “"Merger”"), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and corporation. Company as a wholly owned subsidiary of Parent. The the surviving corporation after the Merger is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 11 contracts
Sources: Merger Agreement (Keravision Inc /Ca/), Agreement and Plan of Reorganization (PMC Sierra Inc), Agreement and Plan of Reorganization (Transcend Therapeutics Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of set forth in this Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall thereupon cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentthe Merger. The Company, as the surviving corporation after of the Merger Merger, is sometimes hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 10 contracts
Sources: Merger Agreement (Hewlett Packard Co), Merger Agreement (ArcSight Inc), Merger Agreement (Mercury Interactive Corp)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”"MERGER"), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and corporation. Company as a wholly owned subsidiary of Parent. The the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation"SURVIVING CORPORATION.”"
Appears in 10 contracts
Sources: Agreement and Plan of Reorganization (Forte Software Inc \De\), Merger Agreement (Network Associates Inc), Agreement and Plan of Reorganization (Atl Products Inc)
The Merger. At the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company, as the surviving corporation after the Merger Merger, is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 9 contracts
Sources: Merger Agreement (Volcano Corp), Merger Agreement (Volcano Corp), Agreement and Plan of Merger (EnerSys)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the Delaware General Corporation Law (“Delaware Law”), Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company, as the surviving corporation after the Merger Merger, is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 8 contracts
Sources: Merger Agreement (Tippingpoint Technologies Inc), Merger Agreement (Sybase Inc), Merger Agreement (3com Corp)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation"SURVIVING CORPORATION.”"
Appears in 5 contracts
Sources: Merger Agreement (HMT Technology Corp), Merger Agreement (Komag Inc /De/), Merger Agreement (HMT Technology Corp)
The Merger. At the Effective Time and subject Subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware General Corporation Law (“Delaware Law”), Merger Sub shall will be merged with and into Company at the Company (Effective Time. From and after the “Merger”)Effective Time, the separate corporate existence of Merger Sub shall cease will cease, and the Company shall will continue as the surviving corporation and corporation. Company as a wholly owned subsidiary of Parent. The the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 5 contracts
Sources: Merger Agreement (Alliqua BioMedical, Inc.), Agreement and Plan of Merger and Reorganization (Neothetics, Inc.), Merger Agreement (Mast Therapeutics, Inc.)
The Merger. At the Effective Time (as defined below), and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 5 contracts
Sources: Merger Agreement (Netlogic Microsystems Inc), Merger Agreement (Insignia Solutions PLC), Merger Agreement (Netlogic Microsystems Inc)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”"MERGER"), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation"SURVIVING CORPORATION".”
Appears in 5 contracts
Sources: Merger Agreement (Excite Inc), Agreement and Plan of Reorganization (Healtheon Corp), Agreement and Plan of Reorganization (Va Linux Systems Inc)
The Merger. At the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly wholly-owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 5 contracts
Sources: Merger Agreement (Netopia Inc), Merger Agreement (Symbol Technologies Inc), Merger Agreement (Motorola Inc)
The Merger. At the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the General Corporation Law of the State of Delaware ("Delaware Law"), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 5 contracts
Sources: Agreement and Plan of Reorganization, Agreement and Plan of Reorganization (Netratings Inc), Agreement and Plan of Reorganization (Netratings Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “Surviving Corporation"SURVIVING CORPORATION").”
Appears in 4 contracts
Sources: Merger Agreement (Eclipsys Corp), Merger Agreement (Neoforma Com Inc), Merger Agreement (Symantec Corp)
The Merger. At the Effective Time Time, and subject to and upon the terms and conditions of contained in this Agreement and in accordance with applicable Laws, the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Management Company (the “Merger”), whereby the separate corporate existence of the Merger Sub shall cease cease, and the Management Company shall continue its existence under Delaware law as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is entity (hereinafter sometimes referred to as the “Surviving CorporationEntity”).”
Appears in 4 contracts
Sources: Agreement and Plan of Merger (Rexford Industrial Realty, Inc.), Merger Agreement (Rexford Industrial Realty, Inc.), Merger Agreement (Rexford Industrial Realty, Inc.)
The Merger. At the Effective Time (as defined in Section 1.2) and ---------- subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “"Merger”"), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and corporation. Company as a wholly owned subsidiary of Parent. The the surviving corporation after the Merger is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 4 contracts
Sources: Agreement and Plan of Reorganization (Infospace Inc), Merger Agreement (Novell Inc), Merger Agreement (Opentv Corp)
The Merger. (a) At the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company, as the surviving corporation after the Merger Merger, is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 4 contracts
Sources: Agreement and Plan of Reorganization (Visual Sciences, Inc.), Agreement and Plan of Reorganization (Omniture, Inc.), Agreement and Plan of Reorganization (Omniture, Inc.)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company, as the surviving corporation after the Merger Merger, is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 4 contracts
Sources: Merger Agreement, Merger Agreement (Vantagemed Corp), Agreement and Plan of Reorganization (Brocade Communications Systems Inc)
The Merger. At Upon the Effective Time terms and subject to the conditions hereof, (a) at the Effective Time, the separate existence of Merger Sub shall cease and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall cease and ) (the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to herein as the “Surviving Corporation”) and (b) from and after the Effective Time, the Merger shall have all the effects of a merger under the laws of the State of Delaware and other applicable law.”
Appears in 4 contracts
Sources: Agreement and Plan of Merger, Merger Agreement, Merger Agreement (Zillow Inc)
The Merger. At the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the Delaware General Corporation Law (“Delaware Law”), Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to hereinafter as the “Surviving Corporation.”
Appears in 3 contracts
Sources: Agreement and Plan of Reorganization (Mediscience Technology Corp), Agreement of Merger and Plan of Reorganization (Inferx Corp), Merger Agreement (Inferx Corp)
The Merger. At the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the Delaware General Corporation Law (“Delaware Law”), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to hereinafter as the “Surviving Corporation.”
Appears in 3 contracts
Sources: Merger Agreement (Pegasystems Inc), Merger Agreement (Compuware Corp), Merger Agreement (Compuware Corp)
The Merger. At Upon the Effective Time terms and subject to the conditions set forth in this Agreement, and upon in accordance with the terms and conditions of this Agreement and Delaware Corporation Law, at the applicable provisions of Delaware LawEffective Time, Merger Sub shall be merged with and into the Company (Company. As a result of the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “"Surviving Corporation").”
Appears in 3 contracts
Sources: Merger Agreement (E-Medsoft Com), Merger Agreement (E-Medsoft Com), Merger Agreement (E-Medsoft Com)
The Merger. At Upon the Effective Time terms and subject to the conditions set forth in this Agreement, and upon the terms and conditions of this Agreement and the applicable provisions in accordance with Section 251 of Delaware Law, Merger Sub at the Effective Time (as defined below in Section 1.02), the Company shall be merged with and into Parent. As a result of the Company (the “Merger”), the separate corporate existence of Merger Sub the Company shall cease and the Company Parent shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “"Surviving Corporation").”
Appears in 3 contracts
Sources: Merger Agreement (Careinsite Inc), Merger Agreement (Medical Manager Corp/New/), Merger Agreement (Healtheon Webmd Corp)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement Agreement, and the applicable provisions of the Delaware General Corporation Law ("Delaware Law"), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent(the "Merger"). The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 3 contracts
Sources: Acquisition Agreement (Sunset Brands Inc), Acquisition Agreement (Ibf Vi Guaranteed Income Fund), Acquisition Agreement (Sunset Brands Inc)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the Certificate of Merger attached hereto as Exhibit A and in accordance with the applicable provisions of the Delaware General Corporation Law ("Delaware Law"), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and corporation. Company as a wholly owned subsidiary of Parent. The the surviving corporation after the Merger is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 3 contracts
Sources: Merger Agreement (Parentech Inc), Merger Agreement (Parentech Inc), Agreement and Plan of Merger and Reorganization (Parentech Inc)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the Delaware LawGeneral Corporation Law ("DELAWARE LAW"), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly wholly-owned subsidiary of Parent. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation"SURVIVING CORPORATION.”"
Appears in 3 contracts
Sources: Agreement and Plan of Reorganization (Quickturn Design Systems Inc), Agreement and Plan of Reorganization (Russo Paul M), Agreement and Plan of Reorganization (Netscape Communications Corp)
The Merger. At Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with Delaware Law, at the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, (as defined in Section 1.2) Merger Sub shall be merged with and into the Company (the “"Merger”"). As a result of the Merger, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation of the Merger (sometimes referred to herein as the "Surviving Corporation") and as a wholly wholly-owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving CorporationAcquiror.”
Appears in 3 contracts
Sources: Merger Agreement (King Pharmaceuticals Inc), Merger Agreement (Medco Research Inc), Merger Agreement (King Pharmaceuticals Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of set forth in this Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall thereupon cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company, as the surviving corporation after of the Merger Merger, is sometimes hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 3 contracts
Sources: Merger Agreement (Microsemi Corp), Merger Agreement (Microchip Technology Inc), Merger Agreement (Standard Microsystems Corp)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”"MERGER"), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after (the Merger is hereinafter sometimes referred to as the “Surviving Corporation"SURVIVING CORPORATION").”
Appears in 3 contracts
Sources: Agreement and Plan of Reorganization (Sanmina Corp/De), Agreement and Plan of Reorganization (Sci Systems Inc), Merger Agreement (Truevision Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of set forth in this Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall thereupon cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “Surviving Corporation”).”
Appears in 3 contracts
Sources: Merger Agreement (Nuance Communications, Inc.), Merger Agreement (Nuance Communications, Inc.), Merger Agreement (Transcend Services Inc)
The Merger. At Upon the Effective Time terms and subject to the conditions set forth in this Agreement, and upon the terms and conditions of this Agreement and the applicable provisions of in accordance with Delaware Law, Merger Sub shall be merged with and into the Company (at the “Effective Time of the Merger”). Upon the Effective Time of the Merger, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly wholly-owned subsidiary Subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 3 contracts
Sources: Merger Agreement (Somanta Pharmaceuticals Inc.), Merger Agreement (Access Pharmaceuticals Inc), Merger Agreement (Access Pharmaceuticals Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “"Surviving Corporation").”
Appears in 3 contracts
Sources: Merger Agreement (E Trade Group Inc), Merger Agreement (Vignette Corp), Merger Agreement (Network Solutions Inc /De/)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions provisions of this Agreement and the applicable provisions of Delaware Lawlaw, Merger Acquisition Sub shall will be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Acquisition Sub shall cease cease, and the Company shall continue as the surviving corporation and (the “Merger”). Company as a wholly owned subsidiary of Parent. The the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 3 contracts
Sources: Merger Agreement (Gsi Commerce Inc), Merger Agreement (Gsi Commerce Inc), Merger Agreement (Gsi Commerce Inc)
The Merger. At the Effective Time (as defined in Section 2.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes is referred to as the “Surviving Corporation"SURVIVING CORPORATION.”"
Appears in 3 contracts
Sources: Agreement and Plan of Merger (Mecklermedia Corp), Agreement and Plan of Merger (Penton Media Inc), Agreement and Plan of Merger (Penton Media Inc)
The Merger. At the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation Surviving Corporation and as a wholly owned subsidiary of Parent. The surviving corporation Company, as the Surviving Corporation after the Merger Merger, is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 3 contracts
Sources: Merger Agreement (McKesson Corp), Merger Agreement (US Oncology Holdings, Inc.), Merger Agreement (PMC Sierra Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of set forth in this Agreement and Agreement, at the applicable provisions of Delaware LawEffective Time, Merger Sub shall be merged with and into Company in accordance with the Company Delaware General Corporation Law (the “Merger”"Delaware Law"), whereupon the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after (the Merger is hereinafter sometimes referred to as the “"Surviving Corporation").”
Appears in 3 contracts
Sources: Merger Agreement (Best Buy Co Inc), Merger Agreement (Musicland Stores Corp), Merger Agreement (Best Buy Co Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this ---------- Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “"Surviving Corporation").”
Appears in 3 contracts
Sources: Merger Agreement (Verisign Inc/Ca), Merger Agreement (Verisign Inc/Ca), Merger Agreement (Verisign Inc/Ca)
The Merger. At the Effective Time (as defined in Section 1.02) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law and Nevada Law, Merger Sub shall be merged with and into the Company (the “"Merger”"), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 3 contracts
Sources: Merger Agreement (Netgateway Inc), Merger Agreement (Galaxy Enterprises Inc /Nv/), Merger Agreement (Netgateway Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this Agreement and hereof, at the applicable provisions of Delaware LawEffective Time, Merger Sub shall be merged with and into the Company (the “Merger”), and the separate corporate existence of Merger Sub shall cease thereupon cease, and the Company shall continue Company, as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after entity in the Merger is hereinafter sometimes referred to as (the “Surviving CorporationCompany”), shall, by virtue of the Merger, continue its existence under the laws of the State of Delaware.”
Appears in 3 contracts
Sources: Merger Agreement, Merger Agreement (Cifc LLC), Merger Agreement (Artio Global Investors Inc.)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of set forth in this Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease thereupon cease, and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentthe Merger. The Company, as the surviving corporation after of the Merger Merger, is sometimes hereinafter sometimes referred to as the “Surviving Corporation”.”
Appears in 2 contracts
Sources: Merger Agreement (Kellwood Co), Merger Agreement (Kellwood Co)
The Merger. At the Effective Time Time, and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged merge with and into the Company. The Company (shall be the “Surviving Corporation in the Merger and shall continue its corporate existence under Delaware Law as a wholly-owned subsidiary of Parent. Upon consummation of the Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporationterminate.”
Appears in 2 contracts
Sources: Merger Agreement (Alderwoods Group Inc), Merger Agreement (Service Corporation International)
The Merger. Upon the terms and subject to the conditions of this Agreement, Merger Sub will merge with and into Company at the Effective Time. At the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”)Time, the separate corporate existence of Merger Sub shall cease will terminate. Company will be the Surviving Company, and will continue its corporate existence under the Company shall continue as laws of the surviving corporation and as a wholly owned subsidiary State of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving CorporationDelaware.”
Appears in 2 contracts
Sources: Merger Agreement (First Horizon National Corp), Merger Agreement (Capital Bank Financial Corp.)
The Merger. At the Effective Time and subject Subject to and upon in accordance with the terms and conditions of set forth in this Agreement and Agreement, at the applicable provisions of Delaware LawEffective Time, Merger Sub shall be merged with and into the Company Company, which shall be the surviving corporation (the “Surviving Corporation”) in the Merger”), and the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentthereupon cease. The surviving corporation after name of the Surviving Corporation shall remain Cash Systems, Inc. The Merger is hereinafter sometimes referred to shall have the effects set forth in the applicable provisions of the Delaware General Corporation Law, as the amended (“Surviving CorporationDelaware Law”).”
Appears in 2 contracts
Sources: Merger Agreement (Cash Systems Inc), Merger Agreement (Global Cash Access Holdings, Inc.)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the General Corporation Law of the State of Delaware ("Delaware Law"), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 2 contracts
Sources: Merger Agreement (Mastering Inc), Merger Agreement (Platinum Technology Inc)
The Merger. At the Effective Time Time, on the terms and subject to and upon the terms and conditions set forth in this Agreement, the Certificate of this Agreement Merger attached hereto as Exhibit A (the “Certificate of Merger”) and the applicable provisions of Delaware Law, Merger Sub shall be merged merge with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as become a direct or indirect wholly owned subsidiary of ParentAcquiror. The Company, as the surviving corporation after the Merger Merger, is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement (Aptalis Holdings Inc.), Merger Agreement (Aptalis Pharma Inc)
The Merger. At Upon the terms and subject to the conditions set forth in this Merger Agreement, and in accordance with Delaware Law, at the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, (as defined in Section 1.02) Merger Sub shall be merged with and into the Company (Company. As a result of the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “"Surviving Corporation").”
Appears in 2 contracts
Sources: Merger Agreement (Motient Corp), Merger Agreement (Rare Medium Group Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub at the Effective Time, Company shall be merged with and into the Company (the “Merger”)Merger Sub, the separate corporate existence of Company shall cease, and Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “Surviving Corporation”).”
Appears in 2 contracts
Sources: Merger Agreement (Imanage Inc), Merger Agreement (Interwoven Inc)
The Merger. At the Effective Time and subject to and upon the terms and subject to the conditions of this Agreement and the applicable provisions of Delaware Law, the Merger Sub shall be merged with and into the Company (Company. Following the “Merger”)Effective Time, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after in the Merger is hereinafter sometimes referred to as (the “Surviving Corporation”).”
Appears in 2 contracts
Sources: Merger Agreement (Spectrian Corp /Ca/), Merger Agreement (Spectrian Corp /Ca/)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this Agreement and hereof, at the applicable provisions of Delaware LawEffective Time, Merger Sub shall be merged with and into the Company (the “Merger”), and the separate corporate existence of Merger Sub shall cease thereupon cease, and the Company shall continue Company, as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after entity in the Merger is hereinafter sometimes referred to as (the “Surviving CorporationCompany”), shall by virtue of the Merger continue its existence under the Laws of the State of Delaware.”
Appears in 2 contracts
Sources: Merger Agreement (Labranche & Co Inc), Merger Agreement (Cowen Group, Inc.)
The Merger. At the Effective Time and subject Subject to and upon in accordance with the terms and conditions of set forth in this Agreement and Agreement, at the applicable provisions of Delaware LawEffective Time (as defined below), Merger Sub shall be merged with and into Company, which shall be the Company surviving corporation (the “Surviving Corporation”) in the Merger”), and the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentthereupon cease. The surviving corporation after name of the Surviving Corporation shall remain “Plumtree Software, Inc.” The Merger is hereinafter sometimes referred to as shall have the effects set forth in the applicable provisions of the Delaware General Corporation Law (“Surviving CorporationDelaware Law”).”
Appears in 2 contracts
Sources: Merger Agreement (Bea Systems Inc), Merger Agreement (Plumtree Software Inc)
The Merger. At the Effective Time and subject to and upon the terms and conditions of this Agreement Agreement, and the applicable provisions of the General Corporation Law of the State of Delaware (“Delaware Law”), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly wholly-owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to herein as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Ikena Oncology, Inc.), Agreement and Plan of Merger (Ikena Oncology, Inc.)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this Agreement and Agreement, at the applicable provisions of Delaware LawEffective Time, Merger Sub shall be merged with and into the Company in accordance with the laws of the State of Delaware and the terms of this Agreement (the “Merger”), whereupon the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue be the surviving corporation of the Merger (the Company, as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation entity after the Merger is hereinafter sometimes referred to herein as the “Surviving Corporation”).”
Appears in 2 contracts
Sources: Merger Agreement (Solexa, Inc.), Merger Agreement (Illumina Inc)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the General Corporation Law of the State of Delaware Law("DELAWARE LAW"), Merger Sub shall be merged with and into the Company (the “Merger”"MERGER"), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company, as the surviving corporation after the Merger Merger, is hereinafter sometimes referred to as the “Surviving Corporation"SURVIVING CORPORATION.”"
Appears in 2 contracts
Sources: Merger Agreement (Probusiness Services Inc), Merger Agreement (Automatic Data Processing Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of set forth in this Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (in the “Merger”), the separate corporate existence of Merger Sub shall thereupon cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parententity. The Company, as the surviving corporation after entity of the Merger Merger, is sometimes hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement (Neophotonics Corp), Merger Agreement (Lumentum Holdings Inc.)
The Merger. At the Effective Time and subject Subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware General Corporation Law (“Delaware Law”), Merger Sub shall will be merged with and into the Company (at the “Merger”)Effective Time. From and after the Effective Time, the separate corporate existence of Merger Sub shall cease will cease, and the Company shall will continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement (Brain Scientific Inc.), Merger Agreement (NEUROONE MEDICAL TECHNOLOGIES Corp)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the Delaware General Corporation Law ("Delaware Law"), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly wholly-owned subsidiary of Parent. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 2 contracts
Sources: Agreement and Plan of Reorganization (Ligand Pharmaceuticals Inc), Merger Agreement (Starbase Corp)
The Merger. At Upon the terms and subject to the conditions set forth in this Merger Agreement, and in accordance with Delaware Law, at the Effective Time and subject to and upon the terms and conditions (as defined in Section 1.02 of this Agreement and the applicable provisions of Delaware Law, Merger Agreement) Acquiror Sub shall be merged with and into Company, with Company being the Company surviving corporation (hereinafter sometimes called "Surviving Corporation") in the “Merger”). Upon consummation of the Merger, the separate corporate existence of Merger Acquiror Sub shall cease cease, and the Company Surviving Corporation shall continue as the surviving corporation and to exist as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving CorporationDelaware corporation.”
Appears in 2 contracts
Sources: Merger Agreement (Titan Corp), Merger Agreement (Titan Corp)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this Agreement and Agreement, at the applicable provisions of Delaware LawEffective Time, Merger Sub shall be merged with and into the Company in accordance with the laws of the State of Delaware and the terms of this Agreement (the “"Merger”"), whereupon the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as be the surviving corporation and of the Merger (the Company, as a wholly owned subsidiary of Parent. The the surviving corporation after the Merger is hereinafter sometimes referred to herein as the “"Surviving Corporation").”
Appears in 2 contracts
Sources: Merger Agreement (Lilly Eli & Co), Merger Agreement (Applied Molecular Evolution Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this Agreement and hereof, at the applicable provisions of Delaware LawEffective Time, Merger Sub shall be merged with and into the Company (the “Merger”), and the separate corporate existence of Merger Sub shall cease thereupon cease, and the Company shall continue Company, as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after entity in the Merger is hereinafter sometimes referred to as (the “Surviving CorporationCompany”), shall by virtue of the Merger continue its existence under the laws of the State of Delaware.”
Appears in 2 contracts
Sources: Merger Agreement (Babyuniverse, Inc.), Merger Agreement (eToys Direct, Inc.)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”"MERGER"), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly wholly-owned subsidiary of Parent. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation"SURVIVING CORPORATION.”"
Appears in 2 contracts
Sources: Agreement and Plan of Reorganization (Pharmafrontiers Corp), Agreement and Plan of Reorganization (Eagle Wireless International Inc)
The Merger. At Upon the terms and subject to the conditions set forth in Article VII, and in accordance with Delaware Law, at the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, (as hereinafter defined) Merger Sub shall be merged with and into the Company (Company. As a result of the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “"Surviving Corporation").”
Appears in 2 contracts
Sources: Merger Agreement (Osi Pharmaceuticals Inc), Merger Agreement (Cell Pathways Inc /De)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of set forth in this Agreement and the applicable provisions of Delaware LawAgreement, Merger Sub shall be merged merge with and into the Company (at the “Merger”)Effective Time. From and after the Effective Time, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of ParentSurviving Corporation. The surviving corporation after Merger shall have the Merger is hereinafter sometimes referred to as effects set forth in Section 259 of the “Surviving CorporationDelaware General Corporation Law.”
Appears in 2 contracts
Sources: Merger Agreement (Skyworks Solutions, Inc.), Merger Agreement (Skyworks Solutions, Inc.)
The Merger. At the Effective Time and Time, subject to and upon the terms and conditions of set forth in this Agreement and the applicable provisions of the Delaware General Corporation Law (“Delaware Law”), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Agreement and Plan of Merger (MeiraGTx Holdings PLC), Agreement and Plan of Merger (MeiraGTx Holdings PLC)
The Merger. At the Effective Time (as defined in Section 1.2) and ---------- subject to and upon the terms and conditions of this Agreement and the applicable provisions of the Delaware General Corporation Law ("Delaware Law"), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and corporation. Company as a wholly owned subsidiary of Parent. The the surviving corporation after the Merger is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 2 contracts
Sources: Merger Agreement (E Trade Group Inc), Merger Agreement (E Trade Group Inc)
The Merger. At the Effective Time and subject to Time, and upon the terms and subject to the conditions of this Agreement and the applicable provisions of General Corporations Law of the State of Delaware (“Delaware Law”), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly wholly-owned subsidiary of Parent. The Company, as the surviving corporation after the Merger Merger, is hereinafter sometimes referred to hereinafter as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement (Solta Medical Inc), Merger Agreement (Logitech International Sa)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 2 contracts
Sources: Merger Agreement (Moviefone Inc), Merger Agreement (America Online Inc)
The Merger. At the Effective Time and subject to and upon the terms and subject to the conditions of set forth in this Agreement Agreement, and pursuant to the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”)) with and into the Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after in the Merger is hereinafter sometimes referred to as (the “Surviving Corporation”).”
Appears in 2 contracts
Sources: Merger Agreement (Merit Medical Systems Inc), Merger Agreement (Quality Systems, Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of set forth in this Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”)Company, whereupon the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary Subsidiary of Parent. The Company as the surviving corporation after of the Merger is hereinafter sometimes referred to herein as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement (Fusion-Io, Inc.), Merger Agreement (Teradata Corp /De/)
The Merger. At the Effective Time and subject to and upon the terms and subject to the conditions of this Agreement and in accordance with the applicable provisions of the Delaware LawGeneral Corporation Law ("DELAWARE LAW"), Merger Sub shall be merged with and into the Company (the “"MERGER"). Following the Merger”, the Company shall continue as the surviving corporation (the "SURVIVING CORPORATION"), and the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporationcease.”
Appears in 2 contracts
Sources: Merger Agreement (Premier Classic Art Inc), Merger Agreement (Penny Lane Partners L P)
The Merger. At the Effective Time Time, and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged merge with and into Company. Company shall be the Company (Surviving Corporation in the “Merger and shall continue its corporate existence under the laws of the State of Delaware. Upon consummation of the Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporationterminate.”
Appears in 2 contracts
Sources: Merger Agreement, Merger Agreement (Palmsource Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this Agreement and in accordance with the applicable provisions Laws of the State of Delaware (“Delaware Law”), at the Effective Time, Merger Sub shall will be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall cease will cease, and the Company shall will continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “Surviving Corporation”).”
Appears in 2 contracts
Sources: Merger Agreement, Merger Agreement (Alleghany Corp /De)
The Merger. At the Effective Time and subject to and upon the terms and subject to the conditions of set forth in this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall thereupon cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentthe Merger. The Company, as the surviving corporation after of the Merger Merger, is sometimes hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement (Synopsys Inc), Merger Agreement (Insilicon Corp)
The Merger. At the Effective Time Time, and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged merge with and into the Company. The Company (shall be the “Surviving Corporation in the Merger and shall continue its corporate existence under the laws of the State of Delaware. Upon consummation of the Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporationterminate.”
Appears in 2 contracts
Sources: Merger Agreement (Schwab Charles Corp), Merger Agreement (Soundview Technology Group Inc)
The Merger. At the Effective Time and subject to Time, and upon the terms and subject to the conditions of this Agreement and the applicable provisions General Corporation Law of Delaware Lawthe State of Delaware, Merger Sub the Company shall be merged with and into the Company (the “Merger”)Merger Sub, the separate corporate existence of the Company shall cease, and Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporationcorporation.”
Appears in 2 contracts
Sources: Merger Agreement (Nu Skin Enterprises Inc), Merger Agreement (Nu Skin Enterprises Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of set forth in this Agreement and subject to the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The Company, as the surviving corporation after of the Merger Merger, is hereinafter sometimes referred to herein as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement, Merger Agreement (Salesforce Com Inc)
The Merger. At Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with Delaware Law, at the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law(as defined below in Section 1.02), Merger Sub shall be merged with and into the Company (Company. As a result of the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “"Surviving Corporation").”
Appears in 2 contracts
Sources: Merger Agreement (Fairfax Financial Holdings LTD/ Can), Merger Agreement (Tig Holdings Inc)
The Merger. At the Effective Time and subject to and upon On the terms and conditions of this Agreement and subject to the applicable provisions of conditions set forth in ARTICLE VII, and in accordance with Delaware Law, at the Effective Time, Merger Sub shall will be merged with and into the Company (Company. As a result of the “Merger”), the separate corporate existence of Merger Sub shall will cease and the Company shall will continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “Surviving Corporation"SURVIVING CORPORATION").”
Appears in 2 contracts
Sources: Merger Agreement (Agency Com LTD), Merger Agreement (Seneca Investments LLC)
The Merger. At the Effective Time (as defined in Section 1.2 hereof) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the Delaware General Corporation Law ("Delaware Law"), Merger Sub shall be merged with and into the Company (the “"Merger”"), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company, as the surviving corporation after the Merger Merger, is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 2 contracts
Sources: Merger Agreement (Predictive Systems Inc), Merger Agreement (Avantgo Inc)
The Merger. At the Effective Time Time, on the terms and subject to and upon the terms and conditions of set forth in this Agreement and the applicable provisions of the Delaware LawCode, Merger Sub shall be merged merge with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as become a wholly owned subsidiary of ParentAcquiror. The Company, as the surviving corporation after the Merger is hereinafter sometimes Merger, shall also be referred to as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement (Cure Pharmaceutical Holding Corp.), Merger Agreement (Cure Pharmaceutical Holding Corp.)
The Merger. At the Effective Time and subject (a) Subject to and upon the terms and conditions of this Agreement and Agreement, at the applicable provisions of Delaware LawEffective Time, Merger Sub shall be merged merge with and into the Company (the “"Merger”"), the separate corporate existence of Merger Sub shall cease and the Company shall survive and continue to exist as a Delaware corporation (the Company, as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after in the Merger is hereinafter Merger, sometimes being referred to herein as the “"Surviving Corporation").”
Appears in 2 contracts
Sources: Agreement and Plan of Combination (North American Mortgage Co), Agreement and Plan of Combination (Dime Bancorp Inc)
The Merger. At Upon the terms and subject to the conditions of this Agreement, at the Effective Time and subject to and upon the terms and conditions (as defined in Section 2.3 of this Agreement and the applicable provisions of Delaware LawAgreement), Merger Sub shall be merged with and into the Company in accordance with the laws of the State of Delaware and the terms of this Agreement (the “Merger”), whereupon the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as be the surviving corporation and of the Merger (the Company, as a wholly owned subsidiary of Parent. The the surviving corporation after the Merger is hereinafter sometimes referred to herein as the “Surviving Corporation”).”
Appears in 2 contracts
Sources: Merger Agreement (Fidelio Acquisition Co LLC), Merger Agreement (Intertrust Technologies Corp)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “Surviving Corporation"SURVIVING CORPORATION").”
Appears in 2 contracts
Sources: Agreement and Plan of Reorganization (Lau Acquisition Corp), Agreement and Plan of Reorganization (Viisage Technology Inc)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “"Merger”"), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation"SURVIVING CORPORATION.”"
Appears in 2 contracts
Sources: Merger Agreement (Copper Valley Minerals LTD), Agreement and Plan of Reorganization (Cardiogenesis Corp)
The Merger. At the Effective Time and subject to (as defined below) and upon the terms and subject to the conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (Company. As a result of the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a direct wholly owned subsidiary of Capgemini NA and an indirect wholly owned Subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement (Cap Gemini Sa), Merger Agreement (Kanbay International Inc)
The Merger. At Upon the terms and subject to the conditions set forth in Article VI, and in accordance with Delaware Law, at the Effective Time and subject to and upon (as defined in Section 1.2), the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub Company shall be merged with and into Merger Sub. As a result of the Company (the “Merger”), the separate corporate existence of Merger Sub the Company shall cease and the Company Merger Sub shall continue as the surviving corporation and as a wholly owned subsidiary company of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “Surviving CorporationCompany”).”
Appears in 2 contracts
Sources: Merger Agreement (Pogo Producing Co), Merger Agreement (Plains Exploration & Production Co)
The Merger. At Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with Delaware Law, at the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law(as defined in Section 2.03), Merger Sub shall be merged with and into Company. As a result of the Company (the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and of the Merger as a wholly owned subsidiary Subsidiary of ParentParent (the "SURVIVING CORPORATION"). The surviving corporation after Upon consummation of the Merger is hereinafter sometimes referred Merger, the name of Parent shall be changed to "Ness Technologies, Inc." or such other name as shall be mutually agreed upon by the “Surviving Corporationparties.”
Appears in 2 contracts
Sources: Merger Agreement (Sapiens International Corp N V), Merger Agreement (Ness Technologies Inc)
The Merger. At Upon the terms and subject to the conditions of this Agreement, at the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law(as defined in Section 2.3), Merger Sub shall be merged with and into the Company (in accordance with the “Merger”)laws of the State of Delaware and the Commonwealth of Pennsylvania and the terms of this Agreement, whereupon the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as be the surviving corporation and of the Merger (the Company, as a wholly owned subsidiary of Parent. The the surviving corporation after the Merger is hereinafter sometimes referred to herein as the “Surviving Corporation”).”
Appears in 2 contracts
Sources: Merger Agreement (Omnicare Inc), Merger Agreement (Omnicare Inc)
The Merger. At the Effective Time (as defined in Section 1.05) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”"MERGER"), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and corporation. Company as a wholly owned subsidiary of Parent. The the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation"SURVIVING CORPORATION.”"
Appears in 2 contracts
Sources: Agreement and Plan of Reorganization (Sybase Inc), Agreement and Plan of Reorganization (New Era of Networks Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this ----------- Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation of the Merger and as a wholly wholly-owned subsidiary of Parent. The surviving corporation after Parent (the Merger is hereinafter sometimes referred to as the “"Surviving Corporation").”
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Broadbase Software Inc), Merger Agreement (Kana Communications Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of set forth in this Agreement and the applicable provisions of Delaware LawAgreement, Merger Sub shall be merged will merge with and into the Company (at the “Merger”)Effective Time. At the Effective Time, the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parentwill terminate. The surviving corporation after Company will be the Surviving Corporation in the Merger is hereinafter sometimes referred to as and will continue its existence under the “Surviving Corporationlaws of the State of Delaware.”
Appears in 2 contracts
Sources: Merger Agreement (M&t Bank Corp), Merger Agreement (Partners Trust Financial Group Inc)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, at the Effective Time (as defined below), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “Surviving Corporation”).”
Appears in 2 contracts
Sources: Merger Agreement (Progress Software Corp /Ma), Merger Agreement (Progress Software Corp /Ma)
The Merger. At the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly wholly-owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to hereinafter as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement (Salesforce Com Inc), Merger Agreement (Autodesk Inc)
The Merger. At the Effective Time and subject to and Time, upon the terms and subject to the conditions of set forth in this Agreement and in accordance with the applicable provisions of the BC Act and Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”)Company, whereupon the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation company in the Merger (the “Surviving Corporation”) and as a wholly an indirect wholly-owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement (FGX International Holdings LTD), Merger Agreement (Essilor International /Fi)
The Merger. At On the Effective Time terms and subject to the conditions set forth in this Agreement, and upon the terms and conditions of this Agreement and the applicable provisions of in accordance with Delaware Law, Merger at the Effective Time, Acquiror Sub shall be merged with and into the Company, with the Company being the surviving corporation (the “Surviving Corporation”) in the Merger”). Upon consummation of the Merger, the separate corporate existence of Merger Acquiror Sub shall cease cease, and the Company Surviving Corporation shall continue as the surviving corporation and to exist as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving CorporationDelaware corporation.”
Appears in 2 contracts
Sources: Agreement and Plan of Merger (Quovadx Inc), Merger Agreement (Quovadx Inc)
The Merger. At the Effective Time (as defined in Section 1.2) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the Delaware General Corporation Law (“Delaware Law”), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly wholly-owned subsidiary of Parent. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation.”
Appears in 2 contracts
Sources: Merger Agreement (Mateon Therapeutics Inc), Merger Agreement (Genstar Therapeutics Corp)
The Merger. At Upon the Effective Time terms and subject to the conditions set forth in this Agreement, and upon the terms and conditions of this Agreement and the applicable provisions of in accordance with Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (Company. As a result of the “Merger”), the separate corporate existence of Merger Sub shall cease and the Company shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “Surviving Corporation.”) and a wholly-owned subsidiary of Acquiror. The name of the Surviving Corporation shall be Language Line, Inc.
Appears in 2 contracts
Sources: Merger Agreement (Language Line Costa Rica, LLC), Merger Agreement (Language Line Holdings, Inc.)
The Merger. At the Effective Time (as defined in Section 1.2 below) and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the General Corporation Law of Delaware Law("DELAWARE LAW"), Merger Sub shall be merged with and into the Company (the “Merger”)Company, the separate corporate existence of Merger Sub shall cease cease, and the Company shall continue as the surviving corporation and as a wholly wholly-owned subsidiary of Parent. The Company as the surviving corporation after the Merger is hereinafter sometimes referred to as the “Surviving Corporation"SURVIVING CORPORATION.”"
Appears in 2 contracts
Sources: Merger Agreement (Informatica Corp), Merger Agreement (Carrier Access Corp)
The Merger. At Upon the Effective Time terms and subject to and upon the terms and conditions of set forth in this Agreement and the applicable provisions of Delaware Law, at the Effective Time, Merger Sub shall be merged with and into the Company (the “Merger”)Company, whereupon the separate corporate existence of Merger Sub shall cease and the Company shall continue its existence as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after company in the Merger is hereinafter sometimes referred to as (the “Surviving CorporationCompany”).”
Appears in 2 contracts
Sources: Merger Agreement (Bioceres Crop Solutions Corp.), Merger Agreement (Marrone Bio Innovations Inc)
The Merger. At Upon the terms and subject to the conditions set forth in Article VII, and in accordance with Delaware Law, at the Effective Time and subject to and upon (as defined below), the terms and conditions of this Agreement and the applicable provisions of Delaware Law, Merger Sub Company shall be merged with and into Merger Sub. As a result of the Company (the “Merger”), the separate corporate existence of Merger Sub the Company shall cease and the Company Merger Sub shall continue as the surviving corporation and as a wholly owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to as (the “"Surviving Corporation").”
Appears in 2 contracts
Sources: Merger Agreement (Viacom Inc), Merger Agreement (Viacom Inc)
The Merger. At the Effective Time and subject to and upon the terms and conditions of this Agreement and the applicable provisions of the Delaware General Corporation Code (“Delaware Law”), Merger Sub the Company shall be merged with and into the Company (the “Merger”)Sub, the separate corporate existence of Merger Sub shall cease and the Company shall cease, and Sub shall continue as the surviving corporation and as a wholly wholly-owned subsidiary of Parent. The surviving corporation after the Merger is hereinafter sometimes referred to hereinafter as the “Surviving Corporation.”
Appears in 1 contract
The Merger. At the Effective Time and subject to and upon the terms and conditions of this Agreement, the Agreement of Merger and the applicable provisions of Delaware Law, Merger Sub shall be merged with and into the Company (the “Merger”)Corporation, the separate corporate existence of Merger Sub shall cease and the Company Corporation shall continue as the surviving corporation and as a wholly owned subsidiary of Parentcorporation. The Corporation as the surviving corporation after the Merger is hereinafter sometimes referred to as the “"Surviving Corporation.”"
Appears in 1 contract
Sources: Merger Agreement (Workstream Inc)