Common use of The Merger Effective Time Clause in Contracts

The Merger Effective Time. Subject to the terms and conditions of this Agreement, and in accordance with and pursuant to Section 252 of the Delaware General Corporation Law (the “DGCL”), Title 6, Section 18-209 of the Delaware Limited Liability Company Act and Title 6, Section 17-211 of the Delaware Limited Partnership Act, at the Effective Time (as defined below), each Target Party shall be merged with and into Parent (sometimes hereinafter referred to as the “Surviving Corporation”) and the Surviving Corporation shall be the surviving corporation when the merger becomes effective and shall continue to exist as the surviving corporation pursuant to the provisions of the DGCL (the “Merger”) and the separate existence of each Target Party shall cease. At the Closing (as defined below), the parties shall cause the Merger to be consummated by filing with the Secretary of State of the State of Delaware a Certificate of Merger (the “Certificate of Merger”) in substantially the form attached hereto as Exhibit A (the date and the time of the acceptance of the filing or such later date and time as may be specified in the Certificate of Merger being the “Effective Time”).