Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 44 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Talen Energy Supply, LLC), Agreement and Plan of Merger (Graham Holdings Co)
Effects of the Merger. The effects of the Merger shall have be as provided in this Agreement and in the effects set forth in applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, 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, all as provided under the DGCL.
Appears in 40 contracts
Samples: Agreement and Plan of Merger (Keypath Education International, Inc.), Agreement and Plan of Merger (Hibbett Inc), Agreement and Plan of Merger (ChampionX Corp)
Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, 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 28 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Phoenix Companies Inc/De), Agreement and Plan of Merger (National Holdings Corp)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, by virtue of the Merger and without further act or deed, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Company and all of the debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 22 contracts
Samples: Agreement and Plan of Merger (Graf Acquisition Corp. IV), Agreement and Plan of Merger (Starco Brands, Inc.), Agreement and Plan of Merger (TradeUP Acquisition Corp.)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and in the relevant provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, 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 19 contracts
Samples: Agreement and Plan of Merger (Rain Oncology Inc.), Agreement and Plan of Merger (Jounce Therapeutics, Inc.), Agreement and Plan of Merger (Imago BioSciences, Inc.)
Effects of the Merger. The At and after the Effective Time, the Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested 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 15 contracts
Samples: Agreement and Plan of Merger (Airxcel Inc), Agreement and Plan of Merger (Amf Bowling Worldwide Inc), Agreement and Plan of Merger (SFBC International Inc)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, immunities, 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 15 contracts
Samples: Agreement and Plan of Merger (Itt Industries Inc), Agreement and Plan of Merger (Dillard Department Stores Inc), Agreement and Plan of Merger (Dillard Department Stores Inc)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, 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 13 contracts
Samples: Agreement and Plan of Merger (Tower Group, Inc.), Agreement and Plan of Merger (Freescale Semiconductor Inc), Agreement and Plan of Merger (Vnu Group B.V.)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Acquisition shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Computer Sciences Corp), Agreement and Plan of Merger (Sierra on Line Inc), Agreement and Plan of Merger (Snyder Communications Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 11 contracts
Samples: Agreement and Plan of Merger (Lincare Holdings Inc), Agreement and Plan of Merger (Verizon Communications Inc), Agreement and Plan of Merger (Terremark Worldwide Inc.)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Acquisition shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 11 contracts
Samples: Agreement and Plan of Merger and Reorganization (K2 Inc), Agreement and Plan of Merger and Reorganization (K2 Inc), Agreement and Plan of Merger and Reorganization (Valueclick Inc/Ca)
Effects of the Merger. The Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest will be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall will become the debts, liabilities and duties of the Surviving Corporation.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Spartech Corp), Agreement and Plan of Merger (Polyone Corp), Agreement and Plan of Merger (Smtek International Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Acquisition shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (United Defense Industries Inc), Agreement and Plan of Merger (Edwards J D & Co), Agreement and Plan of Merger (Kforce Inc)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, 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 9 contracts
Samples: Agreement and Plan of Merger (Adgero Biopharmaceuticals Holdings, Inc.), Agreement and Plan of Merger (Adgero Biopharmaceuticals Holdings, Inc.), Agreement and Plan of Merger (Corbus Pharmaceuticals Holdings, Inc.)
Effects of the Merger. The effects of the Merger shall have be as provided in this Agreement and in the effects set forth in applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, 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, all as provided under the DGCL.
Appears in 8 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Sherwin Williams Co), Agreement and Plan of Merger (Valspar Corp)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises property of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties obligations of the Company and Merger Sub shall become the debts, liabilities and duties obligations of the Surviving Corporation.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (FTD Inc), Agreement and Plan of Merger (FTD Inc), Iii 5 Agreement and Plan of Merger (Telelogic Ab)
Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub Purchaser shall vest in the Surviving Corporation, 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 8 contracts
Samples: Agreement and Plan of Merger (LS Cable Ltd.), Agreement and Plan of Merger (Glaxosmithkline PLC), Agreement and Plan of Merger (Praecis Pharmaceuticals Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, thereto at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Acquisition shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 7 contracts
Samples: Plan and Agreement of Merger (Prism Financial Corp), Merger Agreement (Sterigenics International Inc), Plan and Agreement of Merger (Royal Bank of Canada)
Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, 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 7 contracts
Samples: Agreement and Plan of Merger (V F Corp), Agreement and Plan of Merger (Timberland Co), Agreement and Plan of Merger (Gordmans Stores, Inc.)
Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 7 contracts
Samples: Tender Offer and Merger Agreement (Five Star Products Inc), Agreement and Plan of Merger (Gmi Merger Corp), Tender Offer and Merger Agreement (National Patent Development Corp)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Co. shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Co. shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (STR Holdings, Inc.), Agreement and Plan of Merger (STR Holdings (New) LLC), Agreement and Plan of Merger (Refco Inc.)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, Time all the propertiesproperty, 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 7 contracts
Samples: Agreement and Plan of Merger (Telxon Corp), Agreement and Plan of Merger (About Com Inc), Agreement and Plan of Merger (Mbia Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 6 contracts
Samples: Agreement and Plan of Merger (Tornier B.V.), Agreement and Plan of Merger (Jda Software Group Inc), Agreement and Plan of Merger (Somera Communications Inc)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises property of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties obligations of the Company and Merger Sub shall become the debts, liabilities and duties obligations of the Surviving Corporation.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Impac Medical Systems Inc), Agreement and Plan of Merger (Elekta AB), Agreement and Plan of Merger (AMH Holdings, Inc.)
Effects of the Merger. The effects of the Merger shall have be as provided in this Agreement and the effects set forth in applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all of the propertiesproperty, 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 6 contracts
Samples: Agreement and Plan of Merger (HashiCorp, Inc.), Agreement and Plan of Merger (Greenhill & Co Inc), Agreement and Plan of Merger
Effects of the Merger. The Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at as of the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and the Merger Sub shall will vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and the Merger Sub shall will become the debts, liabilities and duties of the Surviving Corporation.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Himax Technologies, Inc.), Agreement and Plan of Merger (Radisys Corp), Agreement and Plan of Merger (PLX Technology Inc)
Effects of the Merger. The Merger shall have the effects as set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 5 contracts
Samples: Agreement and Plan of Merger (Savia Sa De Cv), Agreement and Plan of Merger (Monsanto Co /New/), Agreement and Plan of Merger (Seminis Inc)
Effects of the Merger. The Merger shall have the effects set forth provided for in this Agreement and in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at upon the Effective TimeMerger, all the properties, rights, privileges, immunities, powers and franchises of the Company and Merger Sub Subsidiary shall vest in the Surviving Corporation, Company and all debtsthe obligations, duties, debts and liabilities of Merger Subsidiary shall be the obligations, duties, debts and duties liabilities of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Synthesis Energy Systems Inc), Agreement and Plan of Merger and Reorganization (Yuma Energy, Inc.), Amended and Restated Agreement and Plan of Merger and Reorganization (Pyramid Oil Co)
Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 5 contracts
Samples: Agreement and Plan of Merger (Egan Charles), Agreement and Plan of Merger (Sherrill Stephen), Agreement and Plan of Merger (Chart Industries Inc)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and Section 259 of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, 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 5 contracts
Samples: Agreement and Plan of Merger (Endocardial Solutions Inc), Agreement and Plan of Merger (Jazz Pharmaceuticals Inc), Agreement and Plan of Merger (Orphan Medical Inc)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub Newco shall vest in the Surviving CorporationCompany following the Merger, and all debts, liabilities and duties of the Company and Merger Sub Newco shall become the debts, liabilities and duties of the Surviving CorporationCompany following the Merger.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Confetti Acquisition Inc), Agreement and Plan of Merger (KCLC Acquisition Corp), Agreement and Plan of Merger (Amscan Holdings Inc)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, 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 Corporation.
Appears in 5 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger, Agreement and Plan of Merger
Effects of the Merger. The At the Effective Time, the effects of the Merger shall have be as provided in the effects set forth in applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, 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 5 contracts
Samples: Agreement and Plan of Merger (Ablest Inc), Agreement and Plan of Merger (Inforte Corp), Agreement and Plan of Merger (Sorensen Trust)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, 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 5 contracts
Samples: Agreement and Plan of Merger (Seaport Global Acquisition II Corp.), Agreement and Plan of Merger (American Battery Materials, Inc.), Agreement and Plan of Merger (RMG Acquisition Corp.)
Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, 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 5 contracts
Samples: Agreement and Plan of Merger (Diamond Resorts International, Inc.), Agreement and Plan of Merger (Xo Holdings Inc), Agreement and Plan of Merger (Primedia Inc)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all of the debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Ceres Ventures, Inc.), Agreement and Plan of Merger (12th Street Financial, LLC), Agreement and Plan of Merger (Harborview Master Fund Lp)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and in the relevant provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company Pivotal and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company Pivotal and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Pivotal Software, Inc.), Agreement and Plan of Merger (Vmware, Inc.), Agreement and Plan of Merger (Dell Technologies Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL, including Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested 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
Samples: Agreement and Plan of Merger (QRS Corp), Agreement and Plan of Merger (QRS Corp), Agreement and Plan of Merger (QRS Corp)
Effects of the Merger. The At and after the Effective Time, the Merger shall have the effects set forth in the DGCL. Without limiting the generality of foregoing and subject to the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, assets, rights, privileges, immunities, powers and franchises of Merger Sub and the Company and Merger Sub shall vest in the Surviving Corporation, Company and all of the debts, liabilities and duties of Merger Sub and the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Moneygram International Inc), Agreement and Plan of Merger (Moneygram International Inc), Agreement and Plan of Merger (Moneygram International Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the properties, 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
Samples: Agreement and Plan of Merger (IHS Inc.), Agreement and Plan of Merger (Burr Brown Corp), Agreement and Plan of Merger (Category 5 Technologies Inc)
Effects of the Merger. The At and after the Effective Time, the Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become be the debts, liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Wellpoint, Inc), Agreement and Plan of Merger (Amerigroup Corp), Agreement and Plan of Merger (Wellpoint Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality , including Section 259 of the foregoingDGCL, and subject theretoin accordance therewith, at the Effective Time, all the properties, 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
Samples: Agreement and Plan of Merger (GXS Corp), Agreement and Plan of Merger (Brokat Infosystems Ag), Agreement and Plan of Merger (Trega Biosciences Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, From and subject thereto, at after the Effective Time, the Surviving Corporation shall possess all the properties, rights, privileges, powers and franchises and be subject to all of the Company restrictions, disabilities and duties of Merger Sub and ARO, and all debts and liabilities of Merger Sub and ARO shall vest in become the debts and liabilities of the Surviving Corporation, and all debts, liabilities and duties of as provided under the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationDGCL.
Appears in 4 contracts
Samples: Plan and Agreement of Merger (Blue Dolphin Energy Co), Plan and Agreement of Merger (American Resources Offshore Inc), Agreement and Plan of Merger (Blue Dolphin Energy Co)
Effects of the Merger. The Merger shall will have the effects set forth in Section 259 of the DGCL and all other effects specified in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers powers, and franchises of the Company and Merger Sub shall will vest in the Surviving Corporation, Corporation and all debts, liabilities liabilities, obligations, and duties of the Company and Merger Sub shall will become the debts, liabilities liabilities, obligations, and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Cornell Companies Inc), Agreement and Plan of Merger (Perot Systems Corp), Agreement and Plan of Merger (Powerhouse Technologies Inc /De)
Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the DGCL, including Section 259 thereof. Without limiting the generality of the foregoing, and subject thereto, at as of the Effective Time, all the properties, 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
Samples: Agreement and Plan of Merger (United Rentals North America Inc), Agreement and Plan of Merger (Jones Apparel Group Inc), Agreement and Plan of Merger (Barneys New York Inc)
Effects of the Merger. The At and after the Effective Time, the Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company PNU and Merger Sub shall vest be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company PNU and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Pharmacia Corp /De/), Agreement and Plan of Merger (Pharmacia & Upjohn Inc), Agreement and Plan of Merger (Monsanto Co)
Effects of the Merger. The Merger shall will have the effects set forth in Section 259 of the DGCL and all other effects specified in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers powers, and franchises of the Company and the Merger Sub shall Subsidiary will vest in the Surviving Corporation, Corporation and all debts, liabilities liabilities, obligations, and duties of the Company and the Merger Sub shall Subsidiary will become the debts, liabilities liabilities, obligations, and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Psychiatric Solutions Inc), Agreement and Plan of Merger (Ramsay Youth Services Inc), Agreement and Plan of Merger (Lamela Luis E)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Acquisition Sub shall vest in the Surviving Corporation, Corporation and all debts, liabilities Liabilities and duties of the Company and Merger Acquisition Sub shall become the debts, liabilities Liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (SWK Holdings Corp), Agreement and Plan of Merger (Information Services Group Inc.), Agreement and Plan of Merger (Carpenter Technology Corp)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers immunities, powers, franchises and franchises authority of the Company and Merger Sub shall vest will be vested in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall will become the debts, liabilities and duties of the Surviving Corporation, in each case as contemplated by Section 259 of the DGCL.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (BTP Acquisition Company, LLC), Agreement and Plan of Merger (Image Entertainment Inc), Agreement and Plan of Merger (BTP Acquisition Company, LLC)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, 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 4 contracts
Samples: Agreement and Plan of Merger (Mobility Electronics Inc), Agreement and Plan of Merger (Exel LTD), Agreement and Plan of Merger (Nac Re Corp)
Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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
Samples: Agreement and Plan of Merger (Blue Martini Software Inc), Agreement and Plan of Merger (Vitria Technology Inc), Agreement and Plan of Merger (Hanover Direct Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Surviving Corporation shall continue its corporate existence under the DGCL and shall succeed to and assume all the properties, rights, privileges, powers rights and franchises obligations of the Company and Merger Sub shall vest in accordance with 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 CorporationDGCL.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Dial Corp /New/), Agreement and Plan of Merger (Square D Co), Agreement and Plan of Merger (Fremont Partners Lp)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, Time all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Subsidiary shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub Subsidiary shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (American Medical Systems Holdings Inc), Agreement and Plan of Merger (American Medical Systems Holdings Inc), Agreement and Plan of Merger (American Medical Systems Holdings Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the properties, 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 3 contracts
Samples: Agreement and Plan of Merger (Lin Television Corp), Agreement and Plan of Merger (WTNH Broadcasting Inc), Agreement and Plan of Merger (Lin Television Corp)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provision of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 3 contracts
Samples: Agreement and Plan of Merger (Networks Associates Inc/), Agreement and Plan of Merger (Cybermedia Inc), Agreement and Plan of Merger (Networks Associates Inc/)
Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers powers, and franchises of the Company and Merger Sub the Purchaser shall vest in the Surviving Corporation, and all debts, liabilities liabilities, and duties of the Company and Merger Sub the Purchaser shall become the debts, liabilities liabilities, and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Main Street Restaurant Group, Inc.), Agreement and Plan of Merger (Main Street Acquisition CORP), Agreement and Plan of Merger (Main Street Restaurant Group, Inc.)
Effects of the Merger. The Merger shall have the effects set --------------------- forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of each of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities liability and duties of each of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Legato Systems Inc), Agreement and Plan of Merger (Otg Software Inc), Agreement and Plan of Merger (Legato Systems Inc)
Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Company 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 3 contracts
Samples: Agreement and Plan of Merger (CMC Materials, Inc.), Agreement and Plan of Merger (Entegris Inc), Agreement and Plan of Merger (CMC Materials, Inc.)
Effects of the Merger. The At and after the Effective Time, the --------------------- Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested 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 3 contracts
Samples: Agreement and Plan of Merger (Armstrong World Industries Inc), Agreement and Plan of Merger (Triangle Pacific Corp), Agreement and Plan of Merger (Armstrong World Industries Inc)
Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested 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 3 contracts
Samples: Agreement and Plan of Merger (Virage Inc), Agreement and Plan of Merger (Virage Inc), Agreement and Plan of Merger (Autonomy Corp PLC)
Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested 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 3 contracts
Samples: Acquisition Agreement (Alloy Inc), Agreement and Plan of Merger (Jones Apparel Group Inc), Acquisition Agreement (Alloy Inc)
Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 3 contracts
Samples: Agreement and Plan of Merger (PHH Corp), Agreement and Plan of Merger (Cendant Corp), Agreement (Avis Group Holdings Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company Target and Merger Sub shall vest in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company Target and Merger Sub shall become the debts, liabilities and duties of the Surviving CorporationCompany.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Geo Group Inc), Agreement and Plan of Merger (Cornell Companies Inc), Agreement and Plan of Merger (Cornell Companies Inc)
Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, duties and liabilities and duties of the Company and Merger Sub and Company shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Perfumania Holdings, Inc.), Agreement and Plan of Merger (Perfumania Holdings, Inc.), Agreement and Plan of Merger (Parlux Fragrances Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers 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 3 contracts
Samples: Agreement and Plan of Merger (Artio Global Investors Inc.), Agreement and Plan of Merger (Labranche & Co Inc), Agreement and Plan of Merger (Cowen Group, Inc.)
Effects of the Merger. The From and after the Effective Time, the Merger shall will have the effects set forth in the DGCLDGCL (including, without limitation, Sections 259, 260 and 261 thereof). Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall will vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall will become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (On Command Corp), Agreement and Plan of Merger (Liberty Satellite & Technology Inc), Agreement and Plan of Merger (Liberty Satellite & Technology Inc)
Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 3 contracts
Samples: Ii Agreement and Plan of Merger (Luxottica Group Spa), Agreement and Plan of Merger (Solutionsamerica Inc), Agreement and Plan of Merger (Cole National Corp /De/)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers powers, and franchises of the Company and Merger Sub MergerSub shall vest in the Surviving Corporation, and all debts, liabilities liabilities, and duties of the Company and Merger Sub MergerSub shall become the debts, liabilities liabilities, and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Texas Instruments Inc), Agreement and Plan of Merger (Integrated Sensor Solutions Inc), Agreement and Plan of Merger (Texas Instruments Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL, the DLLCA and this Agreement. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest be vested 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 3 contracts
Samples: Agreement and Plan of Merger (Midland States Bancorp, Inc.), Agreement and Plan of Merger (Midland States Bancorp, Inc.), Agreement and Plan of Merger (Centrue Financial Corp)
Effects of the Merger. The Merger shall have the effects set forth in the TBCA and the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company each of Merger Sub A and Merger Sub B shall vest in the respective Surviving CorporationCorporations, and all debts, liabilities and duties of the Company each of Merger Sub A and Merger Sub B shall become the debts, liabilities and duties of the respective Surviving CorporationCorporations.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Bamboo Com Inc), Agreement and Plan of Merger (Interactive Pictures Corp), Agreement and Plan of Merger (Corporatefamily Solutions Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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. As of the Effective Time, the Company shall be a wholly owned subsidiary of Purchaser.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (U S Aggregates Inc), Agreement and Plan of Merger (Monroc Inc), Agreement and Plan of Merger (U S Aggregates Inc)
Effects of the Merger. The Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest will be vested in the Surviving CorporationCompany, and all debts, liabilities and duties of the Company and Merger Sub shall will become the debts, liabilities and duties of the Surviving CorporationCompany all as provided in the DGCL.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Microchip Technology Inc), Agreement and Plan of Merger (Atmel Corp), Agreement and Plan of Merger (Atmel Corp)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, the Surviving Company shall possess all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving CorporationSub, and all debtsof the claims, 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 CorporationCompany.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (KSW Inc), Agreement and Plan of Merger (Amylin Pharmaceuticals Inc), Assumption Agreement (Bristol Myers Squibb Co)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub IPO Co. shall vest in the Surviving Corporation, and all debts, liabilities liabilities, obligations, restrictions and duties of the Company and Merger Sub IPO Co. shall become the debts, liabilities liabilities, obligations, restrictions and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (American Real Estate Partners L P), Agreement and Plan of Merger (Icahn Carl C Et Al), Agreement and Plan of Merger (National Energy Group Inc)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and in the relevant provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, 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 be the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Paramount Gold Nevada Corp.), Agreement and Plan of Merger (Paramount Gold & Silver Corp.), Agreement and Plan of Merger (Coeur Mining, Inc.)
Effects of the Merger. The At and after the Effective Time, the Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all of the propertiesproperty, rights, privileges, powers and franchises of the Company and the Merger Sub shall vest be vested 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 3 contracts
Samples: Agreement and Plan of Merger (Tremont Advisers Inc), Agreement and Plan of Merger (Massachusetts Mutual Life Insurance Co), Agreement and Plan of Merger 2 Agreement (Schulman Robert I)
Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 3 contracts
Samples: Agreement and Plan of Merger (Dell Inc), Agreement and Plan of Merger (Quest Software Inc), Agreement and Plan of Merger (Quest Software Inc)
Effects of the Merger. The Merger shall will have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall Purchaser will vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall Purchaser will become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Shorewood Packaging Corp), Agreement and Plan of Merger (International Paper Co /New/), Agreement and Plan of Merger (International Paper Co /New/)
Effects of the Merger. The Merger shall have the --------------------- effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Acquisition shall vest in the Surviving Corporation, Corporation and all debts, liabilities and duties of the Company and Merger Sub Acquisition shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Quickturn Design Systems Inc), Stock Option Agreement (Quickturn Design Systems Inc), Agreement and Plan of Merger (Quickturn Design Systems Inc)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and in the relevant provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub shall vest continue in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become continue as the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Zevra Therapeutics, Inc.), Agreement and Plan of Merger (Acer Therapeutics Inc.), Agreement and Plan of Merger (Neustar Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Corporation 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 Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Conexant Systems Inc), Agreement and Plan of Merger (Standard Microsystems Corp), Agreement and Plan of Merger (Conexant Systems Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company NHP and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company NHP and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Apartment Investment & Management Co), Agreement and Plan of Merger (NHP Inc), Agreement and Plan of Merger (Apartment Investment & Management Co)
Effects of the Merger. The At and after the Effective Time the Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 3 contracts
Samples: Agreement and Plan of Merger (Danaher Corp /De/), Agreement and Plan of Merger (Danaher Corp /De/), Agreement and Plan of Merger (Sybron Dental Specialties Inc)
Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, 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 3 contracts
Samples: Agreement and Plan of Merger (GLG Partners, Inc.), Agreement and Plan of Merger (Sage Summit LP), Agreement and Plan of Merger (Bare Escentuals Inc)
Effects of the Merger. The Merger shall have the effects set --------------------- forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises property of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties obligations of the Company and Merger Sub shall become the debts, liabilities and duties obligations of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Telocity Delaware Inc), Agreement and Plan of Merger (Hughes Electronics Corp), Agreement and Plan of Merger (Telocity Delaware Inc)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, 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 3 contracts
Samples: Agreement and Plan of Merger (Infrastructure & Energy Alternatives, Inc.), Agreement and Plan of Merger (Forterra, Inc.), Agreement and Plan of Merger (Foundation Building Materials, Inc.)
Effects of the Merger. The Merger shall have the effects set forth in --------------------- the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises property of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties obligations of the Company and Merger Sub shall become the debts, liabilities and duties obligations of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Stimsonite Corp), Agreement and Plan of Merger (Quad-C Inc), Agreement and Plan of Merger (Avery Dennison Corporation)
Effects of the Merger. The Merger shall have the effects set forth in Section 259 of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Acquisition Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Acquisition Sub shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Great American Financial Resources Inc), Agreement and Plan of Merger (Tripath Imaging Inc), Agreement and Plan of Merger (Ceres Group Inc)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub Buyer shall vest in the Surviving CorporationEntity, and all debts, liabilities and duties obligations of the Company and Merger Sub Buyer shall become the debts, liabilities and duties obligations of the Surviving CorporationEntity.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Valor Gold Corp.), Agreement and Plan of Merger (Pershing Gold Corp.), Agreement and Plan of Merger (Customer Acquisition Network Holdings, Inc.)
Effects of the Merger. The Merger shall have the effects set forth herein and in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the propertiesproperty, 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 2 contracts
Samples: Agreement and Plan of Merger (Trane Inc.), Agreement and Plan of Merger (Ingersoll Rand Co LTD)
Effects of the Merger. The From and after the Effective Time, the Merger shall have the effects set forth in the applicable sections of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, rights, privileges, powers immunities, powers, franchises, licenses and franchises authority of the Company and Merger Sub shall vest in the Surviving Corporation, 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 Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Globus Medical Inc), Agreement and Plan of Merger
Effects of the Merger. The Merger shall will have the effects set --------------------- forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall Purchaser will vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall Purchaser will become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Novartis Inc), Agreement and Plan of Merger (Wesley Jessen Visioncare Inc)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, by virtue of the Merger and without further act or deed, at the Effective Time, all of the propertiesproperty, rights, privileges, powers powers, and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, Company and all of the debts, liabilities liabilities, and duties of the Company and Merger Sub shall become the debts, liabilities liabilities, and duties of the Surviving CorporationCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Western Acquisition Ventures Corp.), Agreement and Plan of Merger (Western Acquisition Ventures Corp.)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, except as otherwise provided herein, all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub UDS shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub UDS shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Valero Energy Corp/Tx), Agreement and Plan of Merger (Ultramar Diamond Shamrock Corp)
Effects of the Merger. The Merger shall have the effects set forth in the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub FSI shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub FSI shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: First Amended and Restated Agreement and Plan of Merger (Fisher Scientific International Inc), Agreement and Plan of Merger (Donaldson Lufkin & Jenrette Inc /Ny/)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, all the propertiesproperty, 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
Samples: Agreement and Plan of Merger (Hallwood Group Inc), Agreement and Plan of Merger (Hallwood Trust /Tx/)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all of the propertiesproperty, rights, privileges, powers and franchises of the Company and Merger Sub Subsidiary shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Subsidiary shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lectec Corp /Mn/), Agreement and Plan of Merger (Ats Medical Inc)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, 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 Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Atrium Companies Inc), Agreement and Plan of Merger (Atrium Companies Inc)
Effects of the Merger. The Merger shall have the effects set forth in the applicable provisions of the DGCL. Without limiting the generality of the foregoing, and subject thereto, at the Effective Time, Time all the propertiesproperty, rights, privileges, immunities, powers and franchises of the Company and Merger Sub Acquiror shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub Acquiror shall become the debts, liabilities and duties of the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mattel Inc /De/), Agreement and Plan of Merger (Learning Co Inc)
Effects of the Merger. The Merger shall have the effects set forth in this Agreement and the applicable provisions of the DGCL. Without limiting the generality of the foregoing, foregoing and subject thereto, at the Effective Time, all the properties, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving CorporationEntity, and all debts, liabilities and duties obligations of the Company and Merger Sub shall become the debts, liabilities and duties obligations of the Surviving CorporationEntity.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Renewable Innovations, Inc.), Agreement and Plan of Merger (Tiger X Medical, Inc.)
