Common use of Effective Time and Closing Clause in Contracts

Effective Time and Closing. The Merger shall become effective at the time that a Certificate of Merger substantially in the form attached hereto as Exhibit A (the "Certificate of Merger"), together with any other documents required by law to effect the Merger (collectively, the "Merger Documents"), shall have been filed and recorded with the Secretary of State of the State of Delaware in accordance with the provisions of Section 251 of the GCL and become effective in accordance with Section 103 of the GCL. As used herein, the term "Effective Time" shall mean the date and time when the Merger becomes effective. As used herein, the term "Effective Date" shall mean the day on which the Effective Time occurs. The Parties agree to execute, deliver and cause to be filed with the Delaware Secretary of State the Merger Documents within three (3) business days after the conditions to Closing have either been fulfilled or waived, or at such other time as may be mutually agreed upon by the Parties. A closing (the "Closing") shall take place on the Effective Date at the offices of Sheppard, Mullin, Ric▇▇▇▇ & Ham▇▇▇▇, ▇LP, Fou▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ at such other time and place as the Parties hereto may mutually agree upon for the Closing to take place. Upon consummation, the Closing shall be deemed to have taken place as of the close of business on the Closing Date.

Effective Time and Closing. The Merger shall become effective at (and be consummated) upon the time that a Certificate later of Merger substantially the filing of certificates of merger, in form and substance satisfactory to Allied and the form attached hereto as Exhibit A Company, with the Secretary of State of the State of New Jersey (the "New Jersey Certificate of Merger"), together with any other documents required by law to effect the Merger (collectively, the "Merger Documents"), shall have been filed ) and recorded with the Secretary of State of the State of Delaware in accordance with (the provisions "Delaware Certificate of Section 251 of the GCL and become effective in accordance with Section 103 of the GCLMerger"). As used herein, the The term "Effective Time" shall mean the date and time close of business on the first day when the Merger becomes effective. As used herein, the term "Effective Date" shall mean the day on which the Effective Time occurs. The Parties agree to execute, deliver certificates of merger in both New Jersey and cause to be filed with the Delaware Secretary of State the Merger Documents within three (3) business days after the conditions to Closing have either been fulfilled or waived, or at such other time as may be mutually agreed upon by the Partiesso filed. A closing (the "Closing") shall take place on prior to the Effective Date Time at a time and on a date mutually agreeable and as soon as practicable (but in any event within five business days) following the receipt of all necessary regulatory and governmental consents and the expiration of all statutory waiting periods in respect thereof and the satisfaction or waiver of all of the conditions to the consummation of the Merger specified in Article VII hereof (other than the delivery of certificates, opinions and other instruments and documents to be delivered at the Closing) (the "Closing Date"), at the offices of SheppardPitney, MullinHardin, RicKipp & Szuch, or at such other place, ti▇▇ ▇▇ ▇▇▇▇ & Ham▇▇▇▇, ▇LP, Fou▇ ▇▇▇▇▇▇s A▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ at such other time and place as the Parties hereto Company may mutually agree upon for upon. Immediately following the Closing to take place. Upon consummationClosing, the Closing New Jersey Certificate of Merger shall be deemed to have taken place as filed with the New Jersey Secretary of State and the close Delaware Certificate of business on Merger shall be filed with the Closing DateDelaware Secretary of State.