Common use of Further Action Clause in Contracts

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 95 contracts

Samples: Agreement and Plan of Merger (Cuseeme Networks Inc), Agreement and Plan of Merger (Renova Media Enterprises Ltd.), Agreement and Plan of Merger (Cuseeme Networks Inc)

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Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 95 contracts

Samples: Voting Agreement (Entropic Communications Inc), Agreement and Plan of Merger (Ipass Inc), Agreement and Plan of Merger (Patient Infosystems Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 66 contracts

Samples: Agreement and Plan of Merger And (Amag Pharmaceuticals Inc.), Agreement and Plan of Merger (Aml Communications Inc), Agreement and Plan of Merger (Tower International, Inc.)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub Purchaser and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger SubPurchaser, in the name of the Company and otherwise) to take such action.

Appears in 44 contracts

Samples: Agreement and Plan of Merger (Sucampo Pharmaceuticals, Inc.), Agreement and Plan of Merger (Ikanos Communications, Inc.), Agreement and Plan of Merger (Criticare Systems Inc /De/)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Acquisition Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Acquisition Sub, in the name of the Company and otherwise) to take such action.

Appears in 24 contracts

Samples: Agreement and Plan of Merger (Applied Materials Inc /De), Agreement and Plan of Merger (Maxim Integrated Products Inc), Agreement and Plan of Merger (Altera Corp)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 21 contracts

Samples: Agreement and Plan of Merger (Ca, Inc.), Agreement and Plan of Merger (Churchill Downs Inc), Agreement and Plan of Merger (Netscout Systems Inc)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 13 contracts

Samples: Agreement and Plan of Merger (Alpine Immune Sciences, Inc.), Agreement and Plan of Merger (Cornerstone OnDemand Inc), Agreement and Plan of Merger (XRS Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, then the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 12 contracts

Samples: Agreement of Merger (GoRemote Internet Communications, Inc.), Agreement and Plan of Merger (Ixys Corp /De/), Agreement of Merger (Synopsys Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub Purchaser and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger SubPurchaser, in the name of the Company and otherwise) to take and shall take such action.

Appears in 11 contracts

Samples: Agreement and Plan of Merger (GenMark Diagnostics, Inc.), Agreement and Plan of Merger (NCI, Inc.), Agreement and Plan of Merger (Active Network Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be reasonably necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Acquisition Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Acquisition Sub, in the name of the Company and otherwise) to take such action.

Appears in 8 contracts

Samples: Agreement and Plan of Merger (Borland Software Corp), Agreement and Plan of Merger (Starbase Corp), Agreement and Plan of Merger (Borland Software Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be reasonably necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub Acquisition Co. and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger SubAcquisition Co., in the name of the Company and otherwise) to take such action.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Foster L B Co), Agreement and Plan of Merger (Foster L B Co), Agreement and Plan of Merger (Norstan Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub Purchaser and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger SubPurchaser, in the name of the Company and otherwise) to take such action.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (On Semiconductor Corp), Agreement and Plan of Merger (Lacrosse Footwear Inc), Agreement and Plan of Merger (Intersil Corp/De)

Further Action. If, at any time after the Effective Time, Time any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the CompanyCompany with respect to the Merger, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of Company, the Company Surviving Corporation and otherwise) to take such action.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (K2m Group Holdings, Inc.), Agreement and Plan of Merger (Corindus Vascular Robotics, Inc.), Agreement and Plan of Merger (Stryker Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be reasonably necessary or desirable to carry out the purposes purpose of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Intervideo Inc), Agreement and Plan of Merger (Corel Corp), Agreement and Plan of Merger (Excelligence Learning Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such lawful and necessary action.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Sorrento Therapeutics, Inc.), Agreement and Plan of Merger And (Pixelworks Inc), Agreement and Plan of Merger (Sorrento Therapeutics, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation and its Subsidiaries or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and its Subsidiaries and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 4 contracts

Samples: Agreement of Merger (BridgeBio Pharma, Inc.), Agreement and Plan of Merger (Mellanox Technologies, Ltd.), Agreement and Plan of Merger (Intuit Inc)

Further Action. If, at any time after the Effective TimeClosing Date, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 4 contracts

Samples: Agreement and Plan of Merger And (Asyst Technologies Inc /Ca/), Agreement and Plan of Merger and Reorganization (Asyst Technologies Inc /Ca/), Agreement and Plan (Asyst Technologies Inc /Ca/)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take and shall take such action.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (WEB.COM Group, Inc.), Agreement and Plan of Merger (Saba Software Inc), Agreement and Plan of Merger (WEB.COM Group, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement and any Related Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Titan Corp), Agreement and Plan of Merger and Reorganization (Titan Corp), Agreement and Plan of Merger (Catalyst International Inc)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement and any Related Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub Sub, the Company and the CompanySurviving Corporation, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company Company, in the name of the Surviving Corporation and otherwise) to take such action.

Appears in 4 contracts

Samples: Agreement and Plan of Merger and Reorganization (Celunol Corp), Agreement and Plan of Merger and Reorganization (Diversa Corp), Agreement and Plan of Merger and Reorganization (Favrille Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement and any agreement entered into in connection herewith or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Pocket Games Inc.), Agreement and Plan of Merger and Reorganization (Clarient, Inc), Agreement and Plan of Merger and Reorganization (Nile Therapeutics, Inc.)

Further Action. If, at any time after the Effective Time, Time any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the CompanyCompany with respect to the Merger, the officers and directors managers of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of Company, the Company Surviving Corporation and otherwise) to take such action.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Welbilt, Inc.), Agreement and Plan of Merger (Middleby Corp), Agreement and Plan of Merger (Welbilt, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement and any Related Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the CompanyCompany effective as of the Effective Time, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take any such actionaction effective as of the Effective Time.

Appears in 3 contracts

Samples: Agreement and Plan (Applied Micro Circuits Corp), Agreement and Plan of Merger (Applied Micro Circuits Corp), Agreement and Plan (Applied Micro Circuits Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the CompanyCompany with respect to the Merger, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of Company, the Company and Surviving Corporation or otherwise) be fully authorized to take such action.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Hill International, Inc.), Agreement and Plan of Merger (Hill International, Inc.), Agreement and Plan of Merger (Hill International, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title title, and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company Company, and otherwise) to take such action.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Tii Network Technologies, Inc.), Agreement and Plan of Merger (Rivulet Media, Inc.), Agreement and Plan of Merger (Bio-Matrix Scientific Group, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the CompanyAgreement, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and or otherwise) to take take, and shall take, all such action.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Bioverativ Inc.), Agreement and Plan of Merger (Corium International, Inc.), Agreement and Plan of Merger (Gurnet Holding Co)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the CompanyCompany with respect to the Merger, the officers and directors managers of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of Company, the Company Surviving Corporation and otherwise) to take such action.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Exact Sciences Corp), Agreement and Plan of Merger (Genomic Health Inc), Agreement and Plan of Merger (United Technologies Corp /De/)

Further Action. If, at any time after the Effective Time, Parent or the Surviving Corporation determine that any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Versant Corp), Agreement and Plan of Merger (Versant Corp), Agreement and Plan of Merger (Connetics Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of the Company and Merger Sub and the CompanySub, then the officers and directors of Parent and the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Subthe Company, in the name of the Company and Merger Sub or otherwise) to take such action.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Momentive Global Inc.), Agreement and Plan of Merger (Ansys Inc), Agreement and Plan of Merger (Momentive Global Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Foreign Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation Corporation, Foreign Parent and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Bluephoenix Solutions LTD), Merger Agreement (Bluephoenix Solutions LTD)

Further Action. (a) If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Company to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Company with full right, title and possession of and to all rights and property of Merger Sub and and/or the Company, then the officers and directors of the Surviving Corporation Company and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise, as the case may be) to take and shall take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Independence Realty Trust, Inc.), Agreement and Plan of Merger (Steadfast Apartment REIT, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Company to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Company with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation Company, Parent, Alkaloida, TDC and Parent SPH shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement of Merger (Taro Pharmaceutical Industries LTD), Agreement of Merger (Sun Pharmaceutical Industries LTD)

Further Action. If, at any time after the Effective Time, Parent or the Surviving Corporation determines that any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Peplin Inc), Agreement and Plan of Merger (LEO Pharma a/S)

Further Action. If, at any time after the Effective Time, any further action consistent with the terms of this Agreement is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and or otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Marvell Technology Group LTD), Agreement and Plan of Merger (Aquantia Corp)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Acquisition Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Acquisition Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Ii Agreement and Plan of Merger (Cubic Corp /De/), Agreement and Plan of Merger (Ecc International Corp)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub Subsidiary and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger SubSubsidiary, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Ampio Pharmaceuticals, Inc.), Agreement and Plan of Merger (Chay Enterprises, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Company to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Company with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation Company and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Fusion Acquisition Corp.), Agreement of Merger (Sun Pharmaceutical Industries LTD)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the CompanyAgreement, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and or otherwise) be fully authorized to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (EchoStar CORP), Agreement and Plan of Merger (DISH Network CORP)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property assets of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement of Merger (Voltaire Ltd.), Agreement of Merger (Mellanox Technologies, Ltd.)

Further Action. (a) If, at any time after the First Merger Effective Time, any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tidewater Inc), Agreement and Plan of Merger (Gulfmark Offshore Inc)

Further Action. If, at any time after the Effective Time, any further action consistent with the terms of this Agreement is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and or otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cavium, Inc.), Agreement and Plan of Merger (Marvell Technology Group LTD)

Further Action. If, at any time after the Effective TimeDate, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Escrow Agreement (Andataco), Employment Agreement (Ipl Systems Inc)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Interim Surviving Corporation Corporation, the Surviving Company or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Interim Surviving Corporation Corporation, the Surviving Company and Parent shall be fully authorized (in the name of Merger SubSub I, in the name of Merger Sub II in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Poseida Therapeutics, Inc.), Agreement and Plan of Merger and Reorganization (Poseida Therapeutics, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Neoforma Inc), Agreement and Plan of Merger (Spear & Jackson Inc)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement and the transactions contemplated hereby, including the Merger, or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of each of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in Sub and the name of the Company and otherwiseCompany) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Accelrys, Inc.), Agreement and Plan of Merger (Accelrys, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by the Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Parent or the Surviving Corporation with full right, title and possession of and to all rights and property of the Merger Sub and the 501 Company, the officers and directors of the Parent and Surviving Corporation and Parent shall be fully authorized (in the name of the Merger Sub, in the name of the 501 Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Empire Global Corp.), Agreement and Plan of Merger (Empire Global Corp.)

Further Action. If, If at any time after the Effective Time, Time any further action is determined by Parent to be reasonably necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with the full right, title and possession of and to all rights assets, property, rights, privileges, immunities, powers and property franchises of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Gene Logic Inc), Agreement (Oncormed Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of Sub or the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (APA Corp), Agreement and Plan of Merger (Callon Petroleum Co)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement and any Related Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Medicines Co /De), Agreement and Plan of Merger (Volcano Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Entity or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation Entity and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Sbe Inc), Agreement and Plan of Merger (Medibuy Com Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and or otherwise) to take such action.

Appears in 2 contracts

Samples: Merger Agreement (Greka Energy Corp), Merger Agreement (Greka Energy Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Merger Agreement (Chiles Offshore Inc/New/), Voting Agreement (Ensco International Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Company with full right, title and possession of and to all rights and property assets of Merger Sub and the Company, the officers and directors of the Surviving Corporation Company and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement of Merger (Ezchip Semiconductor LTD), Agreement of Merger (Mellanox Technologies, Ltd.)

Further Action. If, at any time after the First Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Entity or Parent with full right, title and possession of and to all rights and property of the Merger Sub Subs and the Company, the officers and directors or managers, as applicable, of the Surviving Corporation and Entity, Parent shall be fully authorized (in the name of each of the Merger SubSubs, in the name of the Company and Company, in the name of the Sellers or otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Absci Corp), Agreement and Plan of Merger and Reorganization (ACELYRIN, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be reasonably necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Accrue Software Inc), Agreement and Plan of Merger (Accrue Software Inc)

Further Action. If, at any time after the First Effective Time, any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Rf Micro Devices Inc), Agreement and Plan of Merger and Reorganization (Sirenza Microdevices Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Company or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation Company and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Merger Agreement (ExlService Holdings, Inc.), Escrow Agreement (Resmed Inc)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement and any Related Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of the Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of the Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Volcano CORP), Agreement and Plan of Merger (Cypress Bioscience Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Company to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Company or Parent with full right, title and possession of and to all rights and property of Merger Sub and the CompanyCompany with respect to the Merger, the officers and directors managers of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of Company, the Surviving Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (International Flavors & Fragrances Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall will be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Quokka Sports Inc)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of the Company and Merger Sub and the CompanySub, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Life360, Inc.)

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Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Company or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation Company and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) ), subject to the terms and conditions set forth in this Agreement, to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Dave & Buster's Entertainment, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, then the officers and directors of the Surviving Corporation Parent and Parent Merger Sub shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Newlink Genetics Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan (Edgewater Technology Inc/De/)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement and any agreement entered into in connection herewith or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such lawful and necessary action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sorrento Therapeutics, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the 7 officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Exelixis Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement and the Escrow Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Semtech Corp)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Company or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation Company and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Stock Purchase Agreement (RealPage, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title title, and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company Company, and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Seventy Seven Energy Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title title, and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company Company, and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Advanced Environmental Recycling Technologies Inc)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such reasonable action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sbe Inc)

Further Action. If, at any time after the Effective Time, Parent determines any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights assets, property, rights, privileges, powers and property franchises of the Company and Merger Sub and the CompanySub, the officers and directors of the Surviving Corporation and Parent shall be fully are hereby authorized (in the name of Merger Sub, in the name of the Company and otherwise) Merger Sub or otherwise to take take, and shall take, all such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Emc Corp)

Further Action. If, at any time after the First Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Corporation, Surviving LLC or Parent with full right, title and possession of and to all rights and property of the Company and Merger Sub and the CompanyI, the officers and directors of the Surviving Corporation Corporation, the Surviving LLC and Parent shall be fully authorized (in the name of Merger SubSub I, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Life360, Inc.)

Further Action. If, at any time after the First Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Entity or Parent with full right, title and possession of and to all rights and property of the Merger Sub Subs and the Company, the officers and directors or managers, as applicable, of the Surviving Corporation Entity and the Parent shall be fully authorized (in the name of each of the Merger SubSubs, in the name of the Company and Company, in the name of the Sellers or otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Relay Therapeutics, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest Surviving Entity I, the Surviving Corporation Entity or Parent with full right, title and possession of and to all rights and property of Merger Sub Subs and the Company, the officers and directors of Surviving Entity I, the Surviving Corporation Entity and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Escrow Agreement (Graphon Corp/De)

Further Action. If, at any time after the First Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Corporation, the Surviving LLC or Parent with full right, title and possession of and to all rights and property of the Merger Sub Subs and the Company, the officers and directors of the Surviving Corporation Corporation, the Surviving LLC and Parent shall be fully authorized (in the name of the Merger SubSubs, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Life360, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hansen Medical Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.. 4

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Titan Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the any Surviving Corporation with full right, title and possession of and to all rights and property of any Merger Sub and the or any Company, the officers and directors of the each Surviving Corporation and Parent shall be fully authorized (in the name of each Merger Sub, in the name of the each Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger And (Advance Paradigm Inc)

Further Action. If, at any time after the First Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Entity or Parent with full right, title and possession of and to all rights and property of the Merger Sub Subs and the Company, the officers and directors or managers, as applicable, of the Surviving Corporation Entity, Parent and Parent the Representative shall be fully authorized (in the name of each of the Merger SubSubs, in the name of the Company and Company, in the name of the Sellers or otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Exact Sciences Corp)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, from and after the Effective Time, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Compass Group Diversified Holdings LLC)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of the Merger Sub Subsidiary and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of the Merger SubSubsidiary, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Retrospettiva Inc)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes and intent of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be are hereby fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gaming Partners International CORP)

Further Action. If, at any time after the Effective Time, any further reasonable action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such lawful and necessary action.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Sorrento Therapeutics, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.and

Appears in 1 contract

Samples: Agreement and Plan of Merger (Foundry Networks Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Company to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Company or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors or members of the Surviving Corporation Company and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Brickman Group LTD)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Rent a Center Inc De)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation and its Subsidiaries or Parent with full right, title and possession of and to all rights and property of Merger Sub and the CompanyAcquired Companies, the officers and directors of the Surviving Corporation and its Subsidiaries and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company Acquired Companies and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Avago Technologies LTD)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Company with full right, title and possession of and to all rights and property of Merger Sub Sub, Transitory Surviving Corporation and the Company, the officers and directors of the Surviving Corporation Company and Parent shall be fully authorized (in the name of Merger Sub, in the name of Transitory Surviving Corporation, the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Universal Truckload Services, Inc.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and or otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Heckmann CORP)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Corporation to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company Acquired Corporations and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (XOOM Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company Company, and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Rf Micro Devices Inc)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation Entity or Parent with full right, title and possession of and to all rights and property of the Merger Sub Subs and the Company, the directors and officers and directors of the Surviving Corporation Entity and Parent shall be fully authorized (in the name of Merger SubSubs, in the name of Interim Surviving Corporation, the Surviving Entity, the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Yelp Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent or the Surviving Corporation to be reasonably necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Navigant Consulting Inc)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation with full right, title and possession of and to all rights and property of Merger Sub and the CompanyAgreement, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and or otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Inverness Medical Innovations Inc)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the CompanyTarget, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company Target and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (DreamWorks Animation SKG, Inc.)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of the Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Life360, Inc.)

Further Action. If, at any time after the Effective Time, any further action is reasonably determined by Parent to be necessary or desirable to carry out the purposes of this Agreement and any Related Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action; provided that no additional liability will attach to the Principal Shareholder.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Titan Corp)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this the Agreement or to vest the Surviving Corporation or Parent with full right, title and possession of and to all rights and property of Merger Sub and the Company, the officers and directors of the Surviving Corporation and Parent shall be fully authorized (in the name of Merger Sub, in the name of the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Arlington Asset Investment Corp.)

Further Action. If, at any time after the Effective Time, any further action is determined by Parent to be necessary or desirable to carry out the purposes of this Agreement or to vest the Interim Surviving Corporation Corporation, the Surviving Entity or Parent with full right, title and possession of and to all rights and property of the Merger Sub Subs and the Company, the officers and directors of the Surviving Corporation Entity and Parent shall be fully authorized (in the name of the Merger SubSubs, in the name of Interim Surviving Corporation, the Surviving Entity, the Company and otherwise) to take such action.

Appears in 1 contract

Samples: Agreement and Plan of Merger And (Cavium, Inc.)

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