Filing Certificate of Merger Sample Clauses

Filing Certificate of Merger. Contemporaneous with the Closing, the duly executed Certificate(s) of Merger shall be filed with the Delaware Secretary of State and the State Secretary of State (if required).
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Filing Certificate of Merger. Upon receiving a request made by the managing underwriter or its counsel not sooner than the second business day following the Preliminary Closing Date that states that the underwriters have confirmed to their customers sales of shares of Parent Common Stock in the IPO, that the closing of the IPO is scheduled for a specified date (the "Specified Date") not later than the fifth business day following the Preliminary Closing, and that such underwriter has no reason to believe that such closing will not occur, the Exchange Agent will, as promptly as possible, date the Advance Certificate of Merger the then current date, fill in therein the Specified Date as the effective date of the Merger, file the Advance Certificate of Merger with the Louisiana Secretary of State and promptly notify Parent and the Shareholders of the making of such filing.
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Filing Certificate of Merger. To effect the Merger, the Parties hereto shall cause a certificate of merger to be executed and filed with the Secretary of State of Delaware on the Closing Date.
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Filing Certificate of Merger. Concurrently with the delivery of the items described above, the parties will file the Certificate of Merger with the Secretary of State of Delaware and California, or if pre-filed shall cause such Certificate of Merger to be deemed effective as of the Effective Time.
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Filing Certificate of Merger. The Parties will cause the Merger to be consummated by filing a Certificate of Merger with the Secretary of State of the State of Delaware in accordance with the DGCL.
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Filing Certificate of Merger. Subject to the fulfillment ---------------------------- or, if permissible, waiver of the conditions to the respective obligations of each of the parties set forth in Article VIII, at the Closing the parties shall ------------ cause the Merger to be consummated by (a) Buyer, Mergerco and the Company executing the Plan of Merger and (b) Mergerco filing the Certificate of Merger, executed and acknowledged in accordance with the laws of the State of Connecticut, in the office of the Secretary of State of the State of Connecticut.
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Filing Certificate of Merger. Concurrently with the delivery of the items described above, the parties will file the Certificate of Merger with the Secretary of State of Colorado and the Secretary of State of Colorado, or if pre-filed shall cause such Certificate of Merger to be deemed effective as of the Effective Time.
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Related to Filing Certificate of Merger

  • Certificate of Merger Upon the required approval by the General Partner and the Unitholders of a Merger Agreement, a certificate of merger shall be executed and filed with the Secretary of State of the State of Delaware in conformity with the requirements of the Delaware Act.

  • Certificate of Merger or Certificate of Conversion Upon the required approval by the General Partner and the Unitholders of a Merger Agreement or the Plan of Conversion, as the case may be, a certificate of merger or certificate of conversion or other filing, as applicable, shall be executed and filed with the Secretary of State of the State of Delaware or the appropriate filing office of any other jurisdiction, as applicable, in conformity with the requirements of the Delaware Act or other applicable law.

  • Articles of Merger The parties agree that, as soon as practicable after satisfaction of all conditions to the Merger, they will jointly file executed Articles of Merger with the Department and make all other filings or recordings required by Maryland law in connection with the Merger.

  • Filing of Certificate of Merger Subject to the provisions of this Agreement, at the Closing, the Parties shall cause the Merger to become effective by causing the Surviving Corporation to execute and file in accordance with the DGCL a certificate of merger with the Secretary of State of the State of Delaware (the “Certificate of Merger”). The Merger shall become effective upon such filing, or at such later date and time as is agreed to by Parent and the Company and set forth in the Certificate of Merger (the “Effective Time”).

  • Certificate of Merger or Conversion Upon the required approval by the Manager of a Merger Agreement or a Plan of Conversion, as the case may be, a certificate of merger or certificate of conversion, as applicable, shall be executed and filed with the Secretary of State of the State of Delaware in conformity with the requirements of the Delaware Act.

  • Effective Date of Merger Upon satisfaction or waiver (in accordance with the provisions of this Agreement) of each of the conditions set forth herein, the parties hereto shall execute and cause to be filed Articles of Combination, and/or such certificates or further documents as shall be required by the OTS, the Office of the Secretary of the OTS, and with such other federal or state regulatory agencies as may be required. Upon approval by the OTS, and endorsement of such certificates, the Merger and other transactions contemplated by this Agreement shall become effective. The Effective Date for all purposes hereunder shall be the date of such endorsement.

  • Terms of Merger 2 2.1 Charter..............................................................2 2.2 Bylaws...............................................................2 ARTICLE 3 -

  • Effective Time of Merger This Merger Agreement, or a Certificate of Ownership and Merger setting forth the information required by, and otherwise in compliance with, Section 253 of the General Corporation Law of the State of Delaware with respect to the Merger, shall be delivered for filing with the Secretary of State of the State of Delaware. This Merger Agreement, or Articles of Merger setting forth the information required by, and otherwise in compliance with, Article 5.16 of the Texas Business Corporation Act with respect to the Merger, shall be delivered for filing with the Secretary of State of the State of Texas. The Merger shall become effective upon the later of (i) the day and at the time the Secretary of State of the State of Delaware files such Certificate of Ownership and Merger, and (ii) the day and at the time the Secretary of State of the State of Texas files such Articles of Merger (the time of such effectiveness is herein called the "Effective Time"). Notwithstanding the foregoing, by action of its Board of Directors, either of NewSub2 or AssetCo may terminate this Merger Agreement at any time prior to the filing of the Certificate of Ownership and Merger with respect to the Merger with Secretary of State of the State of Delaware and the Articles of Merger with respect to the Merger with Secretary of State of the State of Texas.

  • Merger of Merger Sub into the Company Upon the terms and subject to the conditions set forth in this Agreement, at the Effective Time (as defined in Section 1.3), Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the "Surviving Corporation").

  • Secretary of State The Secretary of State of the State of Delaware.

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