Common use of The Merger Effective Time Clause in Contracts

The Merger Effective Time. Upon the terms and subject to the conditions of this Agreement and in accordance with the Delaware General Corporation Law (the "DGCL"), the Company shall merge with and into the Merger Subsidiary (such merger being referred to herein as the "Merger") at the Effective Time (as defined below in this Section 1.1). The Merger shall have the effects set forth in Section 259 of the DGCL. At the Effective Time, the separate corporate existence of the Company shall cease and thereafter the Merger Subsidiary shall continue as the surviving corporation in the Merger (the "Surviving Corporation"), and all the rights, privileges, immunities, powers and franchises (of a public as well as of a private nature) of the Company and the Merger Subsidiary and all property (real, personal and mixed) of the Company and the Merger Subsidiary shall vest in the Surviving Corporation. The "Effective Time" shall be the time at which the Company and the Merger Subsidiary file a certificate of merger or other appropriate documents prepared and executed in accordance with the relevant provisions of the DGCL (the "Certificate of Merger") with the Secretary of State of the State of Delaware or such later time as may be specified in the Certificate of Merger.

The Merger Effective Time. Upon the terms and subject to the conditions of this Agreement and in accordance with the Delaware General Corporation Law (the "DGCL"), including Section 303 thereof, the Company Merger Subsidiary shall merge with and into the Merger Subsidiary Debtor (such merger being referred to herein as the "Merger") at the Effective Time (as defined below in this Section 1.1). The Merger shall have the effects set forth in Section 259 of the DGCL. At the Effective Time, the separate corporate existence of the Company Merger Subsidiary shall cease and thereafter the Merger Subsidiary Debtor shall continue as the surviving corporation in the Merger (the "Surviving Corporation"), and all the rights, privileges, immunities, powers and franchises (of a public as well as of a private nature) of the Company Debtor and the Merger Subsidiary and all property (real, personal and mixed) of the Company Debtor and the Merger Subsidiary shall vest in the Surviving Corporation. The "Effective Time" shall be the time at which the Company Debtor and the Merger Subsidiary file a certificate of merger or other appropriate documents prepared and executed in accordance with the relevant provisions of the DGCL and in customary form (the "Certificate of Merger") with the Secretary of State of the State of Delaware or such later time as may be specified in the Certificate of Merger.

The Merger Effective Time. (a) Upon the terms and subject to the conditions of this Agreement and in accordance with the Delaware General Corporation Law (the "DGCL"), the Company shall merge with and into the Merger Subsidiary (such merger being referred to herein as the "Merger") at the Effective Time (as defined below in this Section 1.1). The subsection (b) below): (i) Merger Sub shall have be merged with and into the effects set forth in Section 259 Company; (ii) the separate corporate existence of Merger Sub shall cease; and (iii) the Company shall be the surviving company (the “Surviving Corporation”) and shall continue its legal existence under the laws of the DGCLState of Delaware as a wholly-owned subsidiary of Parent. At the Effective Time, the separate corporate existence effect of the Company Merger shall cease be as provided in this Agreement, the Certificate of Merger and thereafter the Merger Subsidiary shall continue as applicable provisions of the surviving corporation in DGCL. Without limiting the Merger (generality of the "Surviving Corporation")foregoing, and subject thereto, at the Effective Time, all the property, rights, privileges, immunities, powers and franchises (of a public as well as of a private nature) of the Company and the Merger Subsidiary and all property (real, personal and mixed) of the Company and the Merger Subsidiary shall vest in the Surviving Corporation. , and all liabilities of the Company shall become the liabilities of the Surviving Corporation. (b) The "Effective Time" Merger shall be become effective at the time at which the Company and the of filing of a Certificate of Merger Subsidiary file a certificate of merger or other appropriate documents prepared and executed in accordance with the relevant provisions of the DGCL (the "“Certificate of Merger"”) with the Secretary of State of the State of Delaware in accordance with the provisions of Section 251 of the DGCL, or at such later time as may be specified stated in the Certificate of MergerMerger (the “Effective Time”).