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 relevant provisions of the DGCL, at the Effective 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”) and a wholly-owned Subsidiary of Parent.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Ca, Inc.), Agreement and Plan of Merger (Under Armour, Inc.), Agreement and Plan of Merger (Under Armour, 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 relevant provisions of the DGCL, at the Effective 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”) and a wholly-owned Subsidiary of Parent).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Ligand Pharmaceuticals Inc), Agreement and Plan of Merger (Ligand Pharmaceuticals Inc), Rights Agreement (Neurogen 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 relevant provisions of the DGCL, at the Effective Time, 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 in the Merger (the “Surviving Corporation”) and a wholly-owned Subsidiary of Parent).
Appears in 2 contracts
Samples: Agreement of Merger (Catalina Marketing Corp/De), Agreement of Merger (Catalina Marketing Corp/De)
Merger of Merger Sub into the Company. Upon At the Effective Time and subject to and upon the terms and subject to conditions of this Agreement and the conditions set forth in this Agreement, and in accordance with the relevant applicable provisions of the DGCL, at the Effective Time, : (i) Merger Sub shall be merged with and into the Company, and ; (ii) the separate existence of Merger Sub shall cease; and (iii) the Company shall be the surviving corporation and a wholly-owned subsidiary of Parent. The Company will continue Company, as the surviving corporation in entity of the Merger (Merger, is hereinafter sometimes referred to as the “Surviving Corporation”) and a wholly-owned Subsidiary of Parent.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Synageva Biopharma Corp.), Agreement and Plan of Merger (Trimeris 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 relevant provisions of the DGCL, at the Effective TimeTime (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”) and a wholly-wholly owned Subsidiary of Parent.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pure Storage, Inc.), Agreement and Plan of Merger (Compass Group Diversified Holdings LLC)
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 relevant applicable provisions of the DGCL, at the Effective 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”) and a wholly-owned Subsidiary of Parent).
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (TEKMIRA PHARMACEUTICALS Corp), Agreement and Plan of Merger and Reorganization (TEKMIRA PHARMACEUTICALS 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 relevant provisions Section 251(c) of the DGCL, at the Effective 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 , and the Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”) and a wholly-owned Subsidiary of Parent.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Mirati Therapeutics, Inc.), Agreement and Plan of Merger (Mirati Therapeutics, 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 relevant provisions of the DGCL, at the Effective Time, Merger Sub shall be merged merge with and into the CompanyCompany (the “Merger”) in accordance with the DGCL, and whereupon the separate existence of Merger Sub shall cease. The Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”) and a wholly-owned Subsidiary of Parent).
Appears in 1 contract
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 relevant applicable provisions of the DGCL, at the Effective Time, Merger Sub shall be merged with and into the Company, 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 and as a direct, wholly owned subsidiary of Parent (the “Surviving Corporation”) and a wholly-owned Subsidiary of Parent).
Appears in 1 contract
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 relevant provisions Section 251(h) of the DGCL, at the Effective 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”) and a wholly-owned Subsidiary of Parent.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Albireo Pharma, 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 relevant provisions of the DGCL, at the Effective Time, 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 under the DGCL as the surviving corporation in the Merger (the “Surviving Corporation”) and a wholly-owned Subsidiary subsidiary of ParentParent (the “Surviving Company”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fusion Acquisition 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 relevant applicable provisions of the DGCL, at the Effective TimeTime (as defined in Section 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”” (all references in this Agreement to the “Company” shall mean the “Surviving Corporation” after the Effective Time) and a wholly-owned Subsidiary of Parent.
Appears in 1 contract
Samples: Agreement of Investment and Merger (Techne Corp /Mn/)
Merger of Merger Sub into the Company. Upon On the terms and subject to the conditions set forth in this Agreementherein, and in accordance with the relevant provisions Section 251 of the DGCL, at the Effective 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 (referred to herein as the “Surviving Corporation”) and as a wholly-wholly owned Subsidiary subsidiary of ParentAcquirer.
Appears in 1 contract
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 relevant provisions of the DGCL, at the Effective 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 , and the Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”) and a wholly-owned Subsidiary of Parent.
Appears in 1 contract
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 relevant provisions of the DGCL, at the Effective TimeTime (as defined in Section 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”) and a wholly-owned Subsidiary of Parent"SURVIVING CORPORATION").
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Act 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 relevant provisions of the DGCL, at the Effective TimeTime (as defined in Section 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 a wholly-wholly owned Subsidiary of Parent.
Appears in 1 contract
Merger of Merger Sub into the Company. (a) Upon the terms and subject to the conditions provisions set forth in this Agreement, Agreement and in accordance with the relevant applicable provisions of the DGCL, at the Effective 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”) and a wholly-owned Subsidiary of Parent).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Amarantus Bioscience Holdings, 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 relevant provisions of the DGCL, at the Effective Time, the Parties 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 cease and the Company will continue as the surviving corporation in the Merger (the “Surviving Corporation”) and a wholly-owned Subsidiary of Parent.
Appears in 1 contract
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 relevant provisions of the DGCLLLC Act, at the Effective 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 CorporationCompany”) and will become a wholly-owned Subsidiary of Parent.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Stock Purchase Agreement (RealPage, 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 relevant provisions of the DGCL, at the Effective Time, 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”) and a wholly-owned Subsidiary of Parent).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Ocz Technology Group 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 relevant provisions of the DGCL, at the Effective Time, Merger Sub shall be merged with and into the Company, and the separate existence of Merger Sub shall cease. The Immediately upon the Effective Time, the Company will become a direct wholly owned Subsidiary of Parent and will continue as the surviving corporation in the Merger (the “Surviving Corporation”) and a wholly-owned Subsidiary of Parent).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Indie Semiconductor, Inc.)
Merger of Merger Sub into the Company. (a) Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the relevant provisions of the DGCL, at the Effective Time, Merger Sub shall be merged with and into the CompanyCompany at the Effective Time. Following the Effective Time, and the separate corporate existence of Merger Sub shall cease. The , and the Company will continue as shall be the surviving corporation in the Merger (with respect to all post-Closing periods, the “Surviving Corporation”) and a wholly-owned Subsidiary shall succeed to and assume all the rights and obligations of ParentMerger Sub in accordance with this Agreement and the applicable provisions of the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dimension Therapeutics, 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 relevant provisions of the DGCL, at the Effective Time, Merger Sub shall be merged with and into the Company, and the separate corporate existence of Merger Sub shall cease. The cease and the Company will shall continue as the surviving corporation Surviving Corporation in the Merger (the “Surviving Corporation”) and a wholly-owned Subsidiary of ParentMerger.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Compass Group Diversified Holdings LLC)
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 relevant provisions Section 251(h) of the DGCL, at the Effective 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”) and a wholly-owned Subsidiary of Parent).
Appears in 1 contract
Samples: Tender and Support Agreement (LogicBio Therapeutics, 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 relevant provisions of the DGCL, at the Effective Time, Merger Sub shall be merged with and into the Company, Company and the separate existence of Merger Sub shall thereupon cease. The Following the Effective Time, the Company will shall continue as the surviving corporation in of the Merger (the “Surviving Corporation”) and a wholly-owned Subsidiary of Parent).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Tii Network Technologies, 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 relevant provisions of the DGCL, at the Effective 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”) and a an indirect wholly-owned Subsidiary subsidiary of Parent.
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, and in accordance with the relevant provisions of the DGCLDGCL and, if applicable, the CGCL, at the Effective TimeTime (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”) and a wholly-wholly owned Subsidiary of Parent.
Appears in 1 contract
