The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 14 contracts
Samples: Agreement and Plan of Merger (Ellie Mae Inc), Agreement and Plan of Merger (Mobileiron, Inc.), Agreement and Plan of Merger (Cloudera, Inc.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Enova International, Inc.), Agreement and Plan of Merger (Datto Holding Corp.), Agreement and Plan of Merger (Ping Identity Holding Corp.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) Merger with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by with the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by ParentXxxxxx, Merger Sub and the Company and specified in the Certificate of MergerMerger in accordance with the DGCL, being referred to herein as the “Effective Time”).
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Transphorm, Inc.), Agreement and Plan of Merger (Sumo Logic, Inc.), Agreement and Plan of Merger (ForgeRock, Inc.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Acquisition Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary such form as required by, and substance executed in accordance with, the DGCL (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Acquisition Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Vitacost.com, Inc.), Agreement and Plan of Merger (Cypress Semiconductor Corp /De/), Agreement and Plan of Merger (Silver Spring Networks Inc)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by ParentXxxxxx, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 7 contracts
Samples: Agreement and Plan of Merger (Restaurant Brands International Limited Partnership), Agreement and Plan of Merger (Carrols Restaurant Group, Inc.), Agreement and Plan of Merger (Vista Equity Partners Fund Viii, L.P.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Acquisition Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary such form as required by, and substance executed in accordance with, the DGCL (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time and day of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time and day as may be agreed in writing by Parent, Merger Acquisition Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Avanir Pharmaceuticals, Inc.), Agreement and Plan of Merger (Celgene Corp /De/), Agreement and Plan of Merger (Otsuka Holdings Co., Ltd.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and Date the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary such form as required by, and substance executed in accordance with, the DGCL (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time and day of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time and day as may be agreed in writing by Parent, Merger Acquisition Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Mill Road Capital II, L.P.), Agreement and Plan of Merger (Mill Road Capital II, L.P.), Agreement and Plan of Merger (Mill Road Capital II, L.P.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Acquisition Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware (the “Delaware Secretary of State”) in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Delaware Secretary of State of the State of DelawareState, or such later time as may be agreed in writing by Parent, Merger Acquisition Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Hewlett Packard Co), Agreement and Plan of Merger (3PAR Inc.), Agreement and Plan of Merger (3PAR Inc.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by ParentXxxxxx, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 5 contracts
Samples: Agreement and Plan of Merger (CVS HEALTH Corp), Agreement and Plan of Merger (Quotient Technology Inc.), Agreement and Plan of Merger (Oak Street Health, Inc.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by with the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of MergerMerger in accordance with the DGCL, being referred to herein as the “Effective Time”).
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Activision Blizzard, Inc.), Agreement and Plan of Merger (Linkedin Corp), Agreement and Plan of Merger (Nuance Communications, Inc.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by with the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Nutraceutical International Corp), Agreement and Plan of Merger (Monotype Imaging Holdings Inc.), Agreement and Plan of Merger (Innophos Holdings, Inc.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary such form as required by, and substance executed in accordance with, the DGCL (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time and day of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time and day as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”)) and shall take such further actions as may be required to make the Merger effective.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Raptor Pharmaceutical Corp), Agreement and Plan of Merger (Intermolecular Inc), Agreement and Plan of Merger (Horizon Pharma PLC)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Acquisition Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary such form as required by, and substance executed in accordance with, the DGCL (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time and day of such filing and acceptance for record by with the Secretary of State of the State of Delaware, or such later time and day as may be agreed in writing by Parent, Merger Acquisition Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Aratana Therapeutics, Inc.), Agreement and Plan of Merger (Elanco Animal Health Inc)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware (the “Delaware Secretary of State”) in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Delaware Secretary of State of the State of DelawareState, or such later time as may be agreed in writing by Parent, Merger Sub Parent and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Statoil Asa), Agreement and Plan of Merger (Brigham Exploration Co)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, LKQ, Parent, Merger Acquisition Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary such form as required by, and substance executed in accordance with, the DGCL (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time and day of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time and day as may be agreed in writing by LKQ, Parent, Merger Acquisition Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Coast Distribution System Inc), Agreement and Plan of Merger (LKQ Corp)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware (the “Delaware Secretary of State”) in accordance with the applicable provisions of the DGCL (the “Certificate of Merger”) (the time of such filing and acceptance for record by the Delaware Secretary of State of the State of DelawareState, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware (the “Delaware Secretary of State”) in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by with the Delaware Secretary of State of the State of DelawareState, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Double-Take Software, Inc.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) to be executed and filed with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on or prior to the Closing Date, Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
The Effective Time. Upon the terms and subject to the conditions set forth in this AgreementAgreement (including the Merger Condition), on the Closing Date, if any, Parent, Merger Acquisition Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary such form as required by, and substance executed in accordance with, the DGCL (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Acquisition Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Graftech International LTD)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “"Certificate of Merger”") with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “"Effective Time”").. 2.3
Appears in 1 contract
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary substantially the form and substance attached hereto as Exhibit B (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by with the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by ParentXxxxxx, Merger Sub and the Company and specified in the Certificate of MergerMerger in accordance with the DGCL, being referred to herein as the “Effective Time”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Embark Technology, Inc.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of MergerMxxxxx”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by ParentPxxxxx, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (HireRight Holdings Corp)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary form and substance (the “"Certificate of Merger”") with the Secretary of State of the State of Delaware (the "Delaware Secretary of State") in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by with the Delaware Secretary of State of the State of DelawareState, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “"Effective Time”").
Appears in 1 contract
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, as soon as practicable on the Closing Date, Parent, Merger Acquisition Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary such form as required by, and substance executed in accordance with, the DGCL (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Acquisition Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”). The Merger shall be governed by Section 251(h) of the DGCL.
Appears in 1 contract
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, as soon as practicable on the Closing Date, ParentInvestor, Merger Acquisition Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary such form as required by, and substance executed in accordance with, the DGCL (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by ParentInvestor, Merger Acquisition Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Omnivision Technologies Inc)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on concurrently with the Closing DateClosing, Parent, Merger Acquisition Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL DGCL, including the filing by filing the Company of a certificate of merger in customary such form as required by, and substance executed in accordance with, the DGCL (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Acquisition Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Keurig Green Mountain, Inc.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) Merger with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (DGCL. The Merger shall become effective on such date and at such time as the time acceptance of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as Merger in accordance with the DGCL (the “Effective Time”).
Appears in 1 contract
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by ParentXxxxxx, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”), together with any other filings or recordings required by the DGCL.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Tessco Technologies Inc)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Proton Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to the DGCL by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by ParentXxxxxx, Merger Xxxxxx Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to the DGCL and DLLCA by filing a certificate of merger in customary form and substance (the “Certificate of Merger”) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL and DLLCA (the time of such filing and acceptance for record by with the Secretary of State of the State of Delaware, or such later time as may be agreed in writing by ParentPaxxxx, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Atlas Technical Consultants, Inc.)
The Effective Time. Upon the terms and subject to the conditions set forth in this Agreement, on the Closing Date, Parent, Merger Sub and the Company will shall cause the Merger to be consummated pursuant to under the DGCL by filing a certificate of merger in customary form and substance (the Table of Contents “Certificate of Merger”) with the Secretary of State of the State of Delaware (the “Delaware Secretary of State”) in accordance with the applicable provisions of the DGCL (the time of such filing and acceptance for record by the Delaware Secretary of State of the State of DelawareState, or such later time as may be agreed in writing by Parent, Merger Sub and the Company and specified in the Certificate of Merger, being referred to herein as the “Effective Time”).
Appears in 1 contract
