CONDITIONS TO CONSUMMATION OF THE MERGER 82 Sample Clauses

CONDITIONS TO CONSUMMATION OF THE MERGER 82. Section 9.1 Conditions to Each Party’s Obligation to Effect the Merger 82 Section 9.2 Conditions to Obligation of the Company to Effect the Merger 83 Section 9.3 Conditions to Obligations of Parent and Merger Sub to Effect the Merger 83 Section 9.4 Frustration of Closing Conditions 84 ARTICLE X TERMINATION 84 Section 10.1 Termination 84 Section 10.2 Effect of Termination 86 Section 10.3 Fees and Expenses 86 ARTICLE XI MISCELLANEOUS 89 Section 11.1 Survival of Representations, Warranties and Agreements 89 Section 11.2 Notices 89 Section 11.3 Interpretation 90 Section 11.4 Entire Agreement; Assignment 91 Section 11.5 Governing Law and Venue; Waiver of Jury Trial 91 Section 11.6 Expenses 93 Section 11.7 Amendment 93 Section 11.8 Waiver 93 Section 11.9 Counterparts; Effectiveness 93 Section 11.10 Severability; Validity; Parties in Interest 94 Section 11.11 Enforcement of Agreement 94 Exhibit A Form of Certificate of Incorporation AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of this 22 day of July, 2018, by and among LifePoint Health, Inc., a Delaware corporation (the “Company”), RegionalCare Hospital Partners Holdings, Inc. (D/B/A RCCH HealthCare Partners), a Delaware corporation (“Parent”), and Legend Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“Merger Sub”).
Sample 1
AutoNDA by SimpleDocs
CONDITIONS TO CONSUMMATION OF THE MERGER 82. 6.1 Conditions to Obligations of Each Party Under This Agreement 82
Sample 1

Related to CONDITIONS TO CONSUMMATION OF THE MERGER 82

  • CONDITIONS TO CONSUMMATION OF THE MERGER Section 5.1. Conditions to Each Party's Obligations to Effect the Merger. The respective obligations of each party hereto to effect the Merger are subject to the satisfaction at or prior to the Effective Time of the following conditions:

  • CONDITIONS TO CONSUMMATION OF MERGER 5.1 Conditions to Each Party's Obligations. The respective obligations of each Party to consummate the Merger are subject to the satisfaction of the following conditions:

  • CONDITIONS TO CONSUMMATION Section 5.1. Conditions to Each Party's Obligations. The respective -------------------------------------- obligations of each party to effect the Merger, the Bank Merger and any other transactions contemplated by this Agreement shall be subject to the satisfaction of the following conditions:

  • Consummation of the Merger As soon as practicable after the Closing, the parties hereto shall cause the Merger to be consummated by filing with the Secretary of State of the State of Delaware a certificate of merger or other appropriate documents (in any such case, the “Certificate of Merger”) in such form as required by, and executed in accordance with, the relevant provisions of the DGCL and shall make all other filings or recordings required under the DGCL. The Merger shall become effective at such time as the Certificate of Merger is duly filed with such Secretary of State, or at such later time as Parent and the Company shall agree and specify in the Certificate of Merger (the time and date the Merger becomes effective being the “Effective Time” and “Effective Date,” respectively).

  • CONDITIONS TO THE MERGER 6.1 Conditions to Obligations of Each Party to Effect the Merger. The respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of the following conditions:

  • CONDITIONS TO THE MERGERS 36 Termination of the Mergers and the Merger Agreement..................... 37

  • CONDITIONS TO MERGER Section 7.01 Conditions to Each Party's Obligation To Effect the Merger. The respective obligations of each party to this Agreement to effect the Merger shall be subject to the satisfaction prior to the Closing Date of the following conditions:

  • Conditions Precedent to Obligations to Consummate 9.1 Conditions to Obligations of Each Party. The respective obligations of each Party to perform this Agreement and to consummate the Merger are subject to the satisfaction of the following conditions, unless waived by both Parties pursuant to Section 11.6 of this Agreement:

  • Consummation of Merger The parties hereto expressly acknowledge that the consummation of the transactions hereunder is subject to consummation of the Merger. Nothing herein shall be construed to require Seller to consummate the Merger or take steps in furtherance thereof.

  • Failure to Consummate Business Combination The Placement Warrants shall be terminated upon the dissolution of the Company or in the event that the Company does not consummate the Business Combination within 24 months from the completion of the IPO.

Time is Money Join Law Insider Premium to draft better contracts faster.