Examples of Sorin Merger Effective Time in a sentence
Each Holdco Share issued and outstanding immediately prior to the Sorin Merger Effective Time shall immediately following the Sorin Merger Effective Time be cancelled and shall cease to exist, with no consideration being paid with respect thereto.
Except for any covenant or agreement that by its terms contemplates performance after the Sorin Merger Effective Time or the Cyberonics Merger Effective Time, as applicable, none of the covenants and agreements of the parties contained in this Agreement shall survive the Sorin Merger Effective Time or the Cyberonics Merger Effective Time.
Effective as of the Sorin Merger Effective Time and in accordance with applicable Laws, the holders of Excluded Sorin Rescission Shares shall be entitled to receive an amount of cash per Sorin Share to the extent required by Article 2437-quater (5) of the Italian Civil Code.
Furthermore, the vacuum energy of the string is 1E0 = Cb2· K¯B11= 2 E2· E2= 0 .
In the event that the Sorin Merger Order is amended, modified, rescinded or terminated prior to the Sorin Merger Effective Time, Cyberonics shall file with the Secretary of State of the State of Delaware an executed Certificate of Termination terminating the Certificate of Cyberonics Merger.
Whenever this Agreement requires a Subsidiary of Sorin to take any action, such requirement shall be deemed to include an undertaking on the part of Sorin to cause such Subsidiary to take such action and, after the Sorin Merger Effective Time, on the part of the Sorin Merger Surviving Company, to cause such Subsidiary to take such action.
The parties hereto further agree that the rights of 109 third-party beneficiaries under Article II, Section 5.10 and Sections 5.18(a) and (b) shall not arise unless and until the occurrence of the Sorin Merger Effective Time or the Cyberonics Merger Effective Time, as applicable.
Prior to the Sorin Merger Effective Time, Sorin and Holdco shall adopt such resolutions and take such other actions as may be reasonably required to effectuate the foregoing provisions of this Section 2.07(a), subject to any adjustments that may be required by the Laws of England and Wales or Italy.
The Certificate of Cyberonics Merger shall provide that the Cyberonics Merger shall become effective at a time which falls on the date of the Sorin Merger Effective Time but subsequent to the Sorin Merger Effective Time and in no event prior to the Sorin Merger Effective Time (such date and time, the “Cyberonics Merger Effective Time” and, together with the Sorin Merger Effective Time, the “Effective Times”).
Moore) will act as the Chairman of the LivaNova Board, the Chief Executive Officer of Sorin as of immediately prior to the Sorin Merger Effective Time (being André-Michel Ballester) will be the Chief Executive Officer of LivaNova, a Cyberonics’ designee on the LivaNova Board will serve as the Chairman of the Audit Committee, and a Cyberonics’ designee on the LivaNova Board will serve as Chairman of the Compensation Committee.