Examples of Effective Time of the Mergers in a sentence
None of the representations and warranties in this Agreement or in any instrument delivered pursuant to this Agreement shall survive the Effective Time of the Mergers.
This Section 8.01 shall not limit any covenant or agreement of the parties which by its terms contemplates performance after the Effective Time of the Mergers.
At the Effective Time of the Mergers, the effect of each Merger shall be as provided in the applicable provisions of the General Corporation Law of the State of Delaware (the "Delaware GCL") and the law of the State or States of Incorporation.
Sections 1, 2, 3, 4.1, 4.2, 4.3, 4.4, 6 and 7 shall terminate at the Effective Time of the Mergers.
At any time prior to the Effective Time of the Mergers, the parties may (a) extend the time for the performance of any of the obligations or other acts of the other parties, (b) waive any inaccuracies in the representations and warranties contained in this Agreement or in any document delivered pursuant to this Agreement or (c) subject to the proviso of Section 7.03, waive compliance with any of the agreements or conditions contained in this Agreement.
Parent shall enter into the Registration Rights Agreement, in substantially the form of Exhibit B attached hereto ("Registration Rights Agreement"), with the Outside Stockholders immediately prior to the Effective Time of the Mergers.
Our opinions are rendered only as of the date hereof, and we take no responsibility to update these opinions after the Effective Time of the Mergers.
Immediately following the Effective Time of the Mergers, Parent shall deposit with the Exchange Agent, for the benefit of the holders of Share Certificates, certificates representing the Parent Common Stock issuable pursuant to Section 2.02 or 2.03 in exchange for Share Certificates.
Original documents (including signatures) are authentic, documents submitted to us as copies conform to the original documents, and there has been (or will be by the Effective Time of the Mergers) due execution and delivery of all documents where due execution and delivery are prerequisites to effectiveness thereof.
All statements, descriptions and representations contained in any of the documents referred to herein or otherwise made to us are true and correct in all material respects and will continue to be true and correct in all material respects as of the Effective Time of the Mergers and all other relevant times, and no actions have been (or will be) taken which are inconsistent with such representations.