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").

Appears in 90 contracts

Samples: Agreement and Plan of Merger and Reorganization (Siebel Systems Inc), Agreement and Plan of Merger and Reorganization (Titan Corp), Agreement and Plan of Merger (Titan Corp)

Appears in 41 contracts

Samples: Agreement and Plan of Merger (XOOM Corp), Agreement and Plan of Merger (Sorrento Therapeutics, Inc.), Agreement and Plan of Merger (Vaughan Foods, Inc.)

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)~~Time, 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"”).

Appears in 32 contracts

Samples: Agreement and Plan of Merger (Vizio Holding Corp.), Agreement and Plan of Merger (CarLotz, Inc.), Agreement and Plan of Merger (Momentive Global Inc.)

Appears in 14 contracts

Samples: Agreement and Plan of Merger and Reorganization (Molecular Devices Corp), Agreement and Plan of Merger (Siebel Systems Inc), Agreement and Plan of Merger and Reorganization (Exchange Applications Inc)

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~~2.3), 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"”).

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Aml Communications Inc), Agreement and Plan of Merger (Aml Communications Inc), Agreement and Plan of Merger (Aml Communications Inc)

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. By virtue of the Merger, ~~and~~ at the Effective Time, the separate existence of Merger Sub shall ~~cease. The~~ cease and the Company ~~will~~ shall continue as the surviving corporation in the Merger (the "“Surviving Corporation"”).

Appears in 7 contracts

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

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth ~~in this Agreement~~herein, at the Effective ~~Time (as defined in Section 1.3)~~Time, 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 (sometimes referred to herein as the "“Surviving Corporation")”) and as a wholly owned subsidiary of Acquirer.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (PubMatic, Inc.), Agreement and Plan of Merger (Hewlett Packard Enterprise Co), Agreement and Plan of Merger (Etsy Inc)

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)~~Time, Merger Sub shall be merged with and into the Company. By virtue of the Merger, ~~and~~ at the Effective Time, the separate existence of Merger Sub shall ~~cease. The~~ cease and the Company ~~will~~ shall continue as the surviving corporation in the Merger (the "“Surviving Corporation"”).

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Tetraphase Pharmaceuticals Inc), Agreement and Plan of Merger (Acelrx Pharmaceuticals Inc), Agreement and Plan of Merger and Reorganization (Advanced Photonix Inc)

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the DGCL, at the Effective ~~Time (as defined in Section 1.3)~~Time, 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"”).

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Myriad Genetics Inc), Voting Agreement (Entropic Communications Inc), Voting Agreement (Entropic Communications Inc)

Appears in 5 contracts

Samples: Agreement and Plan (First Virtual Communications Inc), Agreement and Plan of Merger (Cuseeme Networks Inc), Agreement and Plan of Merger (Cuseeme Networks Inc)

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this ~~Agreement~~Agreement and in accordance with the DGCL, at the Effective ~~Time (as defined in Section 1.3)~~Time, the Company and Parent shall consummate the Merger, whereby 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").

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Cornerstone OnDemand Inc), Agreement and Plan of Merger (Zeltiq Aesthetics Inc), Agreement and Plan of Merger (Zeltiq Aesthetics Inc)

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~~ Following the Effective Time, the Company ~~will~~ shall continue as the surviving corporation ~~in the Merger~~ (the "“Surviving Corporation"”).

Appears in 4 contracts

Samples: Agreement and Plan of Merger and Reorganization (On Semiconductor Corp), Agreement and Plan of Merger and Reorganization (Catalyst Semiconductor Inc), Agreement and Plan of Merger and Reorganization (Amis Holdings Inc)

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)~~Time, 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").

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Volcano CORP), Agreement and Plan of Merger (Volcano CORP), Agreement and Plan of Merger (Volcano Corp)

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~~2.03), Merger Sub shall be merged with and into the Company. By virtue of the Merger, ~~and~~ at the Effective Time, the separate existence of Merger Sub shall ~~cease. The~~ cease and the Company ~~will~~ shall continue as the surviving corporation in the Merger (the "“Surviving Corporation"”).

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Symyx Technologies Inc), Agreement and Plan of Merger (Symyx Technologies Inc), Agreement and Plan of Merger (Symyx Technologies Inc)

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

Appears in 3 contracts

Samples: Merger Agreement (TPCO Holding Corp.), Merger Agreement (TPCO Holding Corp.), Merger Agreement (TPCO Holding Corp.)

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. By virtue of the Merger, ~~and~~ at the Effective Time, the separate existence of Merger Sub shall ~~cease. The~~ cease and the Company ~~will~~ shall continue as the surviving corporation in the Merger (the "Surviving Corporation").

Appears in 3 contracts

Samples: Iii Agreement and Plan of Merger and Reorganization (Adobe Systems Inc), Iii Agreement and Plan of Merger and Reorganization (Macromedia Inc), Iii Agreement and Plan of Merger and Reorganization (Adobe Systems Inc)

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the DGCL, 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"”).

Appears in 3 contracts

Samples: Agreement and Plan of Merger And (Dot Hill Systems Corp), Agreement and Plan of Merger (Conexant Systems Inc), Agreement and Plan of Merger (Acquicor Technology Inc)

Appears in 3 contracts

Samples: Shareholder Agreement (Caere Corp), Agreement and Plan of Merger and Reorganization (Titan Corp), Exhibit 2 (Alliedsignal Inc)

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Safenet Inc), Agreement and Plan of Reorganization (Safenet Inc), Agreement and Plan of Reorganization (Rainbow Technologies Inc)

Merger of Merger Sub into the Company. ~~Upon~~ At the Effective Time, subject to and upon the terms and ~~subject to the~~ conditions set forth in this Agreement~~, at the Effective Time~~ : (~~as defined in Section 1.3),~~ i) Merger Sub shall be merged with and into the Company~~, and~~ ; (ii) the separate existence of Merger Sub shall cease~~. The~~ ; and (iii) the Company ~~will~~ shall continue as the surviving corporation in and a wholly owned subsidiary of Parent. The Company, as the ~~Merger (~~surviving entity of the "Merger, is hereinafter sometimes referred to as the “Surviving Corporation")”.

Appears in 3 contracts

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

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this ~~Agreement~~Agreement and in accordance with the NYBCL, at the Effective ~~Time (as defined in Section 1.3)~~Time, 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").

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Evans Hugh D), Agreement and Plan of Merger (Anaren Inc)

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this ~~Agreement~~Agreement and the Implementation Schedule, at the Effective ~~Time (as defined in Section 1.3)~~Time, 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~~ entity in the Merger (the "“Surviving ~~Corporation"~~Company”).

Appears in 2 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Fortress Investment Group LLC)

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

Appears in 2 contracts

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

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,~~ Company and the separate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in after the Merger (the "~~Surviving Corporation~~SURVIVING CORPORATION").

Appears in 2 contracts

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

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)~~Time, Merger Sub shall be merged with and into the ~~Company,~~ Company and the separate existence of the Company shall cease. Following the Effective Time, Merger Sub shall ~~cease. The Company will~~ continue as the surviving corporation in of the Merger (the "“Surviving Corporation"”).

Appears in 2 contracts

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

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this ~~Agreement~~Agreement and in accordance with the provisions of applicable law, 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").

Appears in 2 contracts

Samples: Agreement and Plan of Merger And (Pharmacopeia Inc), Agreement and Plan of Merger (Cadence Design Systems Inc)

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Spark Networks SE), Agreement and Plan of Merger (Allscripts Healthcare Solutions, Inc.)

Merger of Merger Sub into the Company. ~~Upon~~ On the terms and subject to the conditions set forth ~~in this Agreement~~herein, at the Effective ~~Time (as defined in Section 1.3)~~Time, 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 (sometimes referred to herein as the "“Surviving Corporation")”) and as a wholly owned subsidiary of Acquirer.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Alteryx, Inc.), Agreement and Plan of Merger (Model N, Inc.)

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").~~shall

Appears in 2 contracts

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

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), the Merger Sub shall be merged with and into the Company, and the separate existence of the Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the "Surviving Corporation").

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Interwest Home Medical Inc), Agreement and Plan of Merger (Interwest Home Medical Inc)

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), and in accordance with Section 314 through 327 of the Companies Law, Merger Sub (as the target company (Chevrat Ha ‘Ya’ad)) shall be merged with and into the ~~Company~~Company (as the absorbing company (HaChevra Ha ‘Koletet)), and the separate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the "“Surviving Corporation"”).

Appears in 2 contracts

Samples: Agreement of Merger (Ebay Inc), Agreement of Merger (Shopping Com LTD)

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~~1.6), 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~~SURVIVING CORPORATION").) and will be a wholly owned subsidiary of Parent

Appears in 2 contracts

Samples: Agreement and Plan of Merger And (Titan Corp), Agreement and Plan of Merger And (Datron Systems Inc/De)

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)~~Time, Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease. ~~The~~ Following the Effective Time, the Company ~~will~~ shall continue as the surviving corporation ~~in the Merger~~ (the "“Surviving Corporation"”).

Appears in 2 contracts

Samples: Agreement and Plan of Merger ('Mktg, Inc.'), Agreement and Plan of Merger (Henry Bros. Electronics, Inc.)

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)~~Time, Merger Sub shall be merged with and into the Company. By virtue of the Merger, ~~and~~ at the Effective Time, the separate existence of Merger Sub shall ~~cease. The~~ cease and the Company ~~will~~ shall continue as the surviving corporation in the Merger (the "Surviving Corporation").

Appears in 2 contracts

Samples: Agreement and Plan of Merger And (Allos Therapeutics Inc), Agreement and Plan of Merger And (Amag Pharmaceuticals Inc.)

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this ~~Agreement~~Agreement and in accordance with the NRS, 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 thereupon shall cease. The Company ~~will~~ shall continue as the surviving corporation in the Merger (the "Surviving Corporation")) and shall become a wholly owned subsidiary of Parent.

Appears in 2 contracts

Samples: Employment Agreement (Titan Corp), Document Agreement and Plan of Merger (Titan Corp)

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

Appears in 2 contracts

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

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)~~Time, 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~~ company in the Merger (the "“Surviving ~~Corporation"~~Company”).

Appears in 2 contracts

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

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement, at on the Effective ~~Time~~ Date (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").

Appears in 2 contracts

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

Appears in 1 contract

Samples: Agreement and Plan of Merger (Reddy Ice Holdings Inc)

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~~1.4), 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").

Appears in 1 contract

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

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~~ Following the Effective Time, the Company ~~will continue as~~ shall be the surviving corporation in the Merger (the "“Surviving Corporation"”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cysive Inc)

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~~ Company shall be merged with and into Merger Sub (the ~~Company~~"Merger"), ~~and~~ the separate existence of Company shall cease and Merger Sub shall ~~cease. The Company will continue as the surviving corporation in the Merger (~~be, and is herein sometimes referred to as, the "Surviving Corporation.").

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Media 100 Inc)

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this ~~Agreement~~Agreement and in accordance with the NRS, 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 thereupon shall cease. The Company ~~will~~ shall continue as the surviving corporation in the Merger (the "~~Surviving Corporation~~SURVIVING CORPORATION")) and shall become a wholly owned subsidiary of Parent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Globalnet Inc)

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)~~Time, Merger Sub shall be merged with and into the ~~Company~~Company (the “Merger”), and the separate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the "“Surviving Corporation"”).

Appears in 1 contract

Samples: Escrow Agreement (MergeWorthRx Corp.)

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~~ the Company shall be merged with and into ~~the Company~~Merger Sub, and the separate existence of the Company shall cease. Following the Effective Time, Merger Sub shall ~~cease. The Company will~~ continue as the surviving corporation ~~in the Merger~~ (the "“Surviving Corporation"”).

Appears in 1 contract

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

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~~below), Merger Sub shall ~~be merged~~ merge 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"”). The Merger has the effects set forth in this Agreement and in the applicable provisions of the Delaware General Corporation Law.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Spectranetics Corp)

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this ~~Agreement~~Agreement and the DGCL, at the Effective Time (as defined in Section ~~1.3~~1.2), 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").

Appears in 1 contract

Samples: Agreement and Plan of Merger (Clarent Corp/Ca)

Appears in 1 contract

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

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~~1.4), Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease. ~~The~~ Following the Effective Time, the Company ~~will continue as~~ shall be the surviving corporation in the Merger (the "“Surviving Corporation"”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Prab Inc)

Appears in 1 contract

Samples: Agreement and Plan of Merger (Smith & Wollensky Restaurant Group Inc)

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~~ Following the Effective Time, the Company ~~will~~ shall continue as the surviving corporation ~~in the Merger~~ (the "Surviving Corporation").

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Protein Design Labs Inc/De)

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)~~Time, Merger Sub shall be merged with and into the ~~Company,~~ Company and the separate existence of Merger Sub shall cease. ~~The~~ Following the Effective Time, the Company ~~will~~ shall continue as the surviving corporation in of the Merger (the "“Surviving Corporation"”).

Appears in 1 contract

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

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)~~Time, Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease. ~~The~~ Following the Effective Time, the Company ~~will~~ shall continue as the surviving corporation ~~in the Merger~~ (~~the~~ "Surviving Corporation"). The name of Surviving Corporation shall remain "Equity Oil Company".

Appears in 1 contract

Samples: Agreement and Plan of Merger (Equity Oil Co)

Merger of Merger Sub into the Company. ~~Upon~~ Following the completion of the Offer, upon the terms and subject to the conditions set forth in this Agreement, at the Effective ~~Time (as defined in Section 1.3)~~Time, Merger Sub shall be merged with and into the Company. By virtue of the Merger, ~~and~~ at the Effective Time, the separate existence of Merger Sub shall ~~cease. The~~ cease and the Company ~~will~~ shall continue as the surviving corporation in the Merger (the "“Surviving Corporation"”).. 1.5

Appears in 1 contract

Samples: Agreement and Plan of Merger (La Jolla Pharmaceutical Co)

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)~~Time, Merger Sub shall be merged with and into the Company, and the separate corporate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the "“Surviving Corporation")”) as a wholly-owned subsidiary of Parent.

Appears in 1 contract

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

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth ~~in this Agreement~~herein, at the Effective ~~Time (as defined in Section 1.3)~~Time, 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~~ company in the Merger (sometimes referred to herein as the "“Surviving ~~Corporation")~~Company”) and as a wholly owned subsidiary of Acquirer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Farfetch LTD)

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

Appears in 1 contract

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

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement, at the ~~Effective Time~~ "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~~SURVIVING CORPORATION").

Appears in 1 contract

Samples: Rights Agreement (Proxymed Inc /Ft Lauderdale/)

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 corporate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the "“Surviving Corporation")”) and will be a wholly-owned subsidiary of Parent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Rita Medical Systems Inc)

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~~below), Merger Sub ~~shall~~ will be merged with and into the Company, and the separate existence of Merger Sub ~~shall~~ will cease. The Company will continue as the surviving corporation in the Merger (the "“Surviving Corporation"”). The Merger will have the effects set forth in this Agreement and in the applicable provisions of the DGCL.

Appears in 1 contract

Samples: Agreement and Plan of Merger (BIO-TECHNE Corp)

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this ~~Agreement~~Agreement and in accordance with the DLLC Act, at the Effective ~~Time (as defined in Section 1.3)~~Time, 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~~ Entity in the Merger (the "“Surviving ~~Corporation"~~Company”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ligand Pharmaceuticals Inc)

Merger of Merger Sub into the Company. ~~Upon~~ Subject to the terms and ~~subject to the~~ conditions ~~set forth in~~ of this Agreement~~, at the Effective Time (as defined in Section 1.3)~~, Merger Sub shall be merged with and into the ~~Company,~~ Company and the separate existence of Merger Sub shall cease. The Company ~~will continue as~~ shall be the surviving corporation in the Merger (under the corporate name it possesses immediately prior to the Merger, and Parent will own all of the issued and outstanding shares of capital stock of the Company. The Company, in its capacity as the corporation surviving the Merger, is sometimes referred to herein as the "Surviving Corporation.").

Appears in 1 contract

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

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)~~2.3, 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"”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Anaren Inc)

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 corporate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the "~~Surviving Corporation~~SURVIVING CORPORATION")) and will be a wholly-owned subsidiary of Parent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Horizon Medical Products Inc)

Appears in 1 contract

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

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions ~~set forth in~~ of this Agreement, and in accordance with the NRS, at the Effective ~~Time (as defined in Section 1.3)~~Time, Merger Sub shall be merged with and into the Company, ~~and~~ whereupon the separate existence of Merger Sub shall cease~~. The~~ , and the Company ~~will~~ shall continue as the surviving corporation ~~in the Merger~~ (the "“Surviving Corporation")”) and shall succeed to and assume all of the rights and obligations of Merger Sub and the Company in accordance with the NRS.

Appears in 1 contract

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

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), and in accordance with Sections 314 through 327 of the Companies Law, Merger Sub (as the target company (Chevrat Ha’Ya’ad)) shall be merged with and into the ~~Company~~Company (as the absorbing company (HaChevra Ha’Koletet)), and the separate existence of Merger Sub shall ~~cease. The~~ cease and the Company will continue as the surviving corporation in the Merger (the "“Surviving Corporation"”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Transwitch Corp /De)

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"”).

Appears in 1 contract

Samples: Agreement of Merger (Oclaro, Inc.)

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), the Merger Sub shall be merged ~~with and~~ into the Company, and the separate existence of the Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the "Surviving Corporation").

Appears in 1 contract

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

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this Agreement, at the ~~Effective Time~~ Closing Date (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").

Appears in 1 contract

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

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 its corporate existence as the surviving corporation in the Merger (the "Surviving Corporation").

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Electronics for Imaging Inc)

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

Appears in 1 contract

Samples: Agreement and Plan of Merger (Avista Corp)

Appears in 1 contract

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

Merger of Merger Sub into the Company. ~~Upon~~ At the Effective Time, and upon the terms and subject to the conditions ~~set forth~~ of this Agreement and in ~~this Agreement, at~~ accordance with the ~~Effective Time (as defined in Section 1.3)~~DGCL, Merger Sub shall be merged with and into the Company, ~~and~~ the separate corporate existence of Merger Sub shall cease~~. The~~ , and the Company ~~will~~ shall continue as the surviving corporation. The Company, as the surviving corporation in after the ~~Merger (~~Merger, is hereinafter sometimes referred to as the "“Surviving Corporation").”

Appears in 1 contract

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

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

Appears in 1 contract

Samples: Agreement and Plan of Merger (Connetics Corp)

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aerocentury Corp)

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)~~Time, 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~~ limited liability company in the Merger (the "“Surviving ~~Corporation"~~Company”).

Appears in 1 contract

Samples: Operating Agreement (AMHN, Inc.)

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~~ Surviving corporation in the Merger (the "Surviving Corporation").

Appears in 1 contract

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

Appears in 1 contract

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

Merger of Merger Sub into the Company. Upon the terms and subject to the conditions set forth in this ~~Agreement~~Agreement and the DGCL, 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~~ Following the Effective Time, the Company ~~will~~ shall continue as the surviving corporation ~~in the Merger~~ (the "Surviving Corporation").

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vertex Pharmaceuticals Inc / Ma)

Merger of Merger Sub into the Company. (a) Upon the terms and subject to the ~~conditions~~ provisions set forth in this Agreement, at the Effective Time (as defined in Section ~~1.3~~1.2), Merger Sub shall be merged with and into the Company. By virtue of the Merger, ~~and~~ at the Effective Time, the separate existence of Merger Sub shall ~~cease. The~~ cease and the Company ~~will~~ shall continue as the surviving corporation in the Merger (the "“Surviving Corporation"”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Acorda Therapeutics Inc)

Appears in 1 contract

Samples: Escrow Agreement (Millennial Media Inc.)

Appears in 1 contract

Samples: Agreement and Plan (Select Medical Corp)

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~~1.3(a)), 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")”) and will become a wholly-owned subsidiary of Parent.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Entremed Inc)

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

Appears in 1 contract

Samples: Agreement and Plan of Merger (Integra Lifesciences Holdings Corp)

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~~ Following the Effective Time, the Company ~~will continue as~~ shall be the surviving corporation in the Merger (the "Surviving Corporation"), and the separate existence of Merger Sub shall cease.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Edelbrock Corp)

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)~~Time, Merger Sub shall be merged with and into the ~~Company~~Company in accordance with the URBCA, and the separate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the "“Surviving Corporation")”) as a direct wholly owned subsidiary of Buyer.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Digi International Inc)

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~~2.3), Merger Sub ~~shall~~ will be merged with and into the ~~Company~~Company pursuant to Section 17-6701 of the KGCC, and the separate existence of Merger Sub ~~shall~~ will cease. The Company will continue as the surviving corporation in the Merger (the "“Surviving Corporation"”).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sprint Nextel Corp)

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. By virtue of the First Merger, ~~and~~ at the Effective Time, the separate existence of Merger Sub shall ~~cease. The~~ cease and the Company ~~will~~ shall continue as the surviving corporation in the First Merger (the "“First Step Surviving Corporation"”).

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Diamond Foods Inc)

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~~2.3), Merger Sub shall be merged with and into the ~~Company,~~ Company and the separate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in after the Merger (the "~~Surviving Corporation~~SURVIVING CORPORATION").

Appears in 1 contract

Samples: Option Agreement (Blastgard International Inc)

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~~ , and the Company will ~~continue as the surviving corporation in the Merger~~ become a wholly owned subsidiary of Parent (the "“Surviving ~~Corporation"~~Entity”).

Appears in 1 contract

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

Common use of Merger of Merger Sub into the Company Clause in Contracts