Agreement to Merge. The parties to this Agreement agree to effect the Merger herein provided for, subject to the terms and conditions set forth herein.
Agreement to Merge. Subject to the terms and conditions of this Agreement, and in accordance with the DGCL, at the Effective Time, Merger Sub shall merge with and into the Company. The Purchaser, Merger Sub and the Company shall cause a certificate of merger (the “Certificate of Merger”) to be properly executed and filed on the Closing Date with the Secretary of State of the State of Delaware. The “Effective Time” shall be the time at which the Certificate of Merger has become effective in accordance with the DGCL, which effective time for avoidance of doubt, shall be the Closing Time.
Agreement to Merge. MNA shall be merged with and into Manulife USA pursuant to the provisions of the Act on the Effective Date. Manulife USA shall continue as the survivor company (the "Company") upon and subject to the terms and conditions and in the manner hereinafter set out. On the Effective Date, Manulife USA and MRC shall file such documents with the Commissioner of the Office of Financial and Insurance Services as may be required to complete the merger.
Agreement to Merge. Subject to the terms and conditions of this Agreement, including but not limited to the satisfaction of the conditions in Article VI hereof (the "Merger Conditions"), the Merged Partnership shall be merged into the Surviving Partnership (the "Merger").
Agreement to Merge. Upon the terms and subject to the conditions contained in this Agreement, the Parties hereby agree that, pursuant to the Merger, Subco shall merge with MJIC at Closing and Subco, being the entity surviving such merger (the “Surviving Corporation”), shall be named “ManifestSeven Holdings Corporation”, or such other name that is acceptable to MJIC. Pubco, in its capacity as the sole shareholder of Subco, and MJIC shall approve (or seek the approvals of) this Agreement and the Merger as soon as reasonably practicable with the intent that the same shall be completed on or before June 30, 2019, or such other date agreed upon in writing by the Parties.
Agreement to Merge. Merger of the Target Corporation and Merger Sub will take place as is specified above. Each of the parties to this Agreement consents to such merger. The merger shall qualify as a reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended.
Agreement to Merge. Subject to filing evidence of the Merger with the Secretary of State of Oklahoma, the jurisdiction of the Surviving Corporation and the terms and conditions of this Agreement, at the Effective Time, as defined below, SWT shall be merged with and into CENTREX in accordance with the provisions of this Agreement and the Oklahoma Act; the separate corporate existence of SWT shall cease; and CENTREX shall continue as the surviving corporation ("Surviving Corporation"). The constituent corporations ("Constituent Corporations") to the Merger are CENTREX and SWT. The name of the Surviving Corporation, CENTREX, INC., shall not be changed by reason of the Merger.
Agreement to Merge. Subject to the terms and conditions of this Agreement, at the Effective Time, as defined below, EMS shall be merged with and into CENTREX in accordance with the provisions of this Agreement and the Oklahoma Act; the separate corporate existence of EMS shall cease; and CENTREX shall continue as the surviving corporation ("Surviving Corporation"). The constituent corporations ("Constituent Corporations") to the Merger are CENTREX and EMS. The name of the Surviving Corporation, CENTREX, INC., shall not be changed by reason of the Merger.
Agreement to Merge. In accordance with the provisions of Section 16-10a-I 101 et seq. of the Utah Revised Business Corporation Act and Section 607.0101 et seq. of the Florida Business Corporation Act, at the Effective Time of the Merger, SSLIC Holding shall be merged with and into SSLIC upon the terms set forth in the Plan of Merger. Pursuant to such Merger:
Agreement to Merge. 2. Agreement.......................................................................................4 3.
