Common use of Effect of the Merger Clause in Contracts

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 4 contracts

Sources: Merger Agreement (Volcano Corp), Merger Agreement (Volcano Corp), Merger Agreement (Volcano Corp)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 4 contracts

Sources: Agreement and Plan of Reorganization (Tut Systems Inc), Agreement and Plan of Reorganization (Commerce One Inc), Agreement and Plan of Reorganization (Tut Systems Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, except as otherwise agreed to pursuant to the terms of this Agreement, all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 4 contracts

Sources: Agreement and Plan of Reorganization (Va Linux Systems Inc), Agreement and Plan of Reorganization (Documentum Inc), Agreement and Plan of Reorganization (Brocade Communications Systems Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided set forth in this Agreement and as provided in the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, except as otherwise agreed to pursuant to the terms of this Agreement, all of the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 4 contracts

Sources: Merger Agreement (Taleo Corp), Merger Agreement (Autodesk Inc), Draft Agreement (Aruba Networks, Inc.)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub Purchaser shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 3 contracts

Sources: Agreement and Plan of Merger (Wright Medical Group Inc), Merger Agreement (Kiewit Materials Co), Merger Agreement (Burns International Services Corp)

Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Sources: Merger Agreement (Palm Inc), Merger Agreement (Extended Systems Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of the Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”)Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, except as otherwise provided herein, all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Sources: Merger Agreement (World Access Inc), Merger Agreement (Telco Systems Inc /De/)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, except as otherwise agreed to under the terms of this Agreement, all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.. I.4

Appears in 2 contracts

Sources: Merger Agreement (Tangible Asset Galleries Inc), Merger Agreement (Tangible Asset Galleries Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject theretoexcept as otherwise agreed pursuant to the terms of this Agreement, at the Effective Time Time, all the property, rights, privileges, powers and franchises of the Company and the Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and the Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Sources: Agreement and Plan of Merger (Ikena Oncology, Inc.), Agreement and Plan of Merger (Ikena Oncology, Inc.)

Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all of the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Sources: Merger Agreement (Remedy Corp), Merger Agreement (Peregrine Systems Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the "DGCL"). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all of the property, rights, privileges, powers and franchises of the Company Community Bankshares and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company Community Bankshares and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Sources: Merger Agreement (Community Savings Bankshares Inc /De/), Merger Agreement (Bankatlantic Bancorp Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, all the property, rights, privileges, powers powers, franchises and franchises all property (real, personal and mixed) of the Company and Merger Sub all debts due Company shall vest in the Surviving CorporationAcquisition Sub, and all debts, liabilities liabilities, obligations and duties of the Company and Merger Sub shall become the debts, liabilities liabilities, obligations and duties of the Surviving CorporationAcquisition Sub.

Appears in 2 contracts

Sources: Merger Agreement (Iconix Brand Group, Inc.), Merger Agreement (Mossimo Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers powers, franchises, and franchises property of the Company and Merger Sub Newco shall vest in the Surviving Corporation, and all restrictions, disabilities, duties, debts, and liabilities and duties of the Company and Merger Sub Newco shall become the restrictions, disabilities, duties, debts, and liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Sources: Merger Agreement (Health Management Inc/De), Merger Agreement (Hyperion Partners Ii Lp)

Effect of the Merger. At the Effective Time, Time the effect of the Merger -------------------- shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company TMOL and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company TMOL and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 2 contracts

Sources: Agreement and Plan of Reorganization (Usa Networks Inc), Agreement and Plan of Reorganization (Ticketmaster Online Citysearch Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, all the property, rights, privileges, powers powers, and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities liabilities, and duties of the Surviving Corporation.

Appears in 2 contracts

Sources: Agreement and Plan of Reorganization (Netopia Inc), Merger Agreement (Genesis Microchip Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”)Law. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Applied Imaging Corp)

Effect of the Merger. At the Effective Time, the effect -------------------- of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub the Purchaser shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub the Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Bucyrus Acquisition Corp)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers powers, franchises and franchises property of the Subsidiary and the Company and Merger Sub shall vest in the Surviving Corporation, and all debtsrestrictions, disabilities, duties, debts and liabilities and duties of the Subsidiary and the Company and Merger Sub shall become the debtsrestrictions, disabilities, duties, debts and liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (24/7 Media Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”)Delaware. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Comscore, Inc.)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”)Act. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, privileges and powers and franchises of the Company and Merger Sub Constituent Corporations shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Constituent Corporations shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Eagle Point Software Corp)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the Delaware General Corporation Law of the State of Delaware Law, as amended (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Agreement and Plan of Merger (EnerSys)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and in the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, except as otherwise agreed to pursuant to the terms of this Agreement, all of the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Barracuda Networks Inc)

Effect of the Merger. At and after the Effective Time, the effect of the Merger shall be as provided have the effect set forth in this Agreement Agreement, the Certificate of Merger and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, all the propertyproperties, rights, privileges, powers powers, immunities and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debtsclaims, liabilities obligations, liabilities, debts and duties of the Company and Merger Sub shall become the debtsclaims, liabilities obligations, liabilities, debts and duties of the Surviving Corporation, all as provided in the DGCL and other applicable Laws of the State of Delaware.

Appears in 1 contract

Sources: Merger Agreement (China Advanced Construction Materials Group, Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Cobalt Networks Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement Agreement, Sections 259 and the applicable provisions of Delaware Law, including Section 259 264 of the Delaware General Corporation Law and Section 18-209 of the State of Delaware (the “DGCL”)Limited Liability Company Act. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, all the property, rights, privileges, powers and franchises of the Company LLC and Merger Sub the Corporation shall vest in the Surviving CorporationEntity, and all debts, liabilities and duties of the Company LLC and Merger Sub the Corporation shall become the debts, liabilities and duties of the Surviving CorporationEntity.

Appears in 1 contract

Sources: Merger Agreement (Cullinan Oncology, LLC)

Effect of the Merger. At the Effective Time, the -------------------- effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities liabilities, obligations, restrictions, disabilities and duties of each of the Company and Merger Sub shall become the debts, liabilities liabilities, obligations, restrictions, disabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Unc Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, all the property, rights, privileges, powers and franchises of the Company and Merger Sub Parent shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Parent shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Rational Software Corp)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement Agreement, the Certificate of Merger, and the applicable provisions of Delaware Law, including including, but not limited to, Section 259 251 of Delaware General Corporate Law and Section 18-209 of the General Corporation Law of the State of Delaware (the “DGCL”)Limited Liability Company Act. Without limiting the generality of the foregoing, and subject thereto, at At the Effective Time Time, all the property, rights, privileges, powers and franchises of the Company Seller and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company Seller and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.

Appears in 1 contract

Sources: Merger Agreement (Intercept Inc)

Effect of the Merger. At and after the Effective Time, the effect Merger will have the effects set forth in Section 18-209 of the Merger shall be as provided in this Agreement Delaware Act and the applicable provisions of Delaware Law, including Section 259 264 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub Holdings shall vest be vested in the Surviving CorporationExtraction, and all debts, liabilities and duties of the Company and Merger Sub Holdings shall become the debts, liabilities and duties of the Surviving CorporationExtraction.

Appears in 1 contract

Sources: Merger Agreement (Extraction Oil & Gas, Inc.)

Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement and the applicable provisions of the Delaware Law, including Section 259 of General Corporate Law and the General Corporation Law of the State of Delaware (the “DGCL”)CCC. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, except as otherwise agreed to pursuant to the terms of this Agreement, all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Krooss John)

Effect of the Merger. At the Effective Time, the effect of the -------------------- Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”)thereof. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Netratings Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all the debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Towers Watson & Co.)

Effect of the Merger. At the Effective Time, the effect of -------------------- the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub Purchaser shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Purchaser shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Securitas Acquisition Corp)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoingthose laws, and subject theretoto their provisions, at the Effective Time Time, all the property, interests, assets, rights, privileges, immunities, powers and franchises of Acquiror Sub and the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities liabilities, duties and duties obligations of Acquiror Sub and the Company and Merger Sub shall become the debts, liabilities liabilities, duties and duties obligations of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (United Healthcare Corp)

Effect of the Merger. At the Effective Time, the effect of the -------------------- Merger shall be as provided in this Agreement Agreement, the Certificate of Merger, and the applicable provisions of Delaware Law, including including, but not limited to, Section 259 of the General Corporation Law of the State 251 of Delaware (the “DGCL”)Law. Without limiting the generality of the foregoing, and subject thereto, at At the Effective Time Time, all the property, rights, privileges, powers and franchises of the Company Seller and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company Seller and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Intercept Group Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, all of the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities Liabilities (as defined below) and duties of the Company and Merger Sub shall become the debts, liabilities Liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Cornerstone OnDemand Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 18-209 of the General Corporation Law Limited Liability Company Act of the State of Delaware (the “DGCL”)Delaware. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.

Appears in 1 contract

Sources: Merger Agreement (Zebra Technologies Corp/De)

Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement and by the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law laws of the State of Delaware (the “DGCL”)Delaware. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, all the assets, property, rights, privileges, powers and franchises of Sub and the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties obligations of Sub and the Company and Merger Sub shall become the debts, liabilities and duties obligations of the Surviving Corporation.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Usweb Corp)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and under the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Linkedin Corp)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time all the property, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Aratana Therapeutics, Inc.)

Effect of the Merger. At the Effective Time, the effect of the Merger -------------------- shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time Time, except as otherwise agreed to pursuant to the terms of this Agreement, all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Centillium Communications Inc)

Effect of the Merger. At the Effective Time, the effect of the Merger shall be as provided in this Agreement and the applicable provisions of Delaware Law, including Section 259 of the General Corporation Law of the State of Delaware (the “DGCL”). Without limiting the generality of the foregoing, and subject theretoexcept as otherwise agreed pursuant to the terms of this Agreement, at the Effective Time Time, all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.

Appears in 1 contract

Sources: Merger Agreement (Vistaprint N.V.)