DELIVERY AND FILING OF CERTIFICATE OF MERGER. The Constituent Corporations will cause a Certificate of Merger, in substantially the form of Annex I attached hereto with such changes therein as may be required by applicable state laws (the "Certificate of Merger"), to be executed and delivered to the Secretary of State of the state of incorporation of Newco and the Company on or before the Merger Effective Date.
DELIVERY AND FILING OF CERTIFICATE OF MERGER. At the Effective Time, the Company shall be merged with and into Newco pursuant to this Agreement and a plan of merger (the "Plan of Merger") substantially in the form of Annex I attached hereto, and the separate corporate existence of the Company shall cease. Newco, as it exists from and after the Effective Time, is sometimes referred to as the "Surviving Corporation."
DELIVERY AND FILING OF CERTIFICATE OF MERGER. Newco and the Company (sometimes collectively referred to herein as the "Constituent Corporations") shall cause a Certificate of Merger, in substantially the form of Annex II attached hereto, with such changes therein as may be required by Delaware law (the "Certificate of Merger"), to be executed and delivered to the Secretary of State of the State of Delaware on or before the "Merger Effective Date" (as specified in Section 5.3).
DELIVERY AND FILING OF CERTIFICATE OF MERGER. The Constituent Corporations will cause a certificate of merger or other appropriate documents (the "Certificate of Merger") to be signed, verified and delivered to Parent to be held for filing with the Secretary of State of the State of Delaware on or effective as of the Closing Date.
DELIVERY AND FILING OF CERTIFICATE OF MERGER. The Constituent Corporations will cause Articles of Merger with respect to the Merger to be signed and delivered to the Secretary of State of the State of Florida in accordance with the requirements of Section 607.1105 of the Florida Statutes.
DELIVERY AND FILING OF CERTIFICATE OF MERGER. The Constituent Corporations will cause Articles of Merger, in substantially the form of Annex I attached hereto with such changes therein as may be required by applicable state laws (the "Articles of Merger"), to be executed and delivered to the Secretary of State of Delaware and the Division of Corporations and Commercial Code of Utah on or before the Merger Effective Date.
DELIVERY AND FILING OF CERTIFICATE OF MERGER. The Constituent Corporations will cause the Certificate of Merger to be signed, verified and filed with the Secretary of State of the State of New York, and stamped receipt copies of such filing to be delivered to ICC on or before the Closing Date.
DELIVERY AND FILING OF CERTIFICATE OF MERGER. Each of Newco, Tirus and BG will cause Articles of Merger with respect to the Merger (the "Articles of Merger") to be signed, verified and delivered to the Secretary of State of the State of Texas and, if required, a similar filing to be made with the relevant authorities in the States of Delaware and New York, on or before the Closing Date (as defined in Section 4).
DELIVERY AND FILING OF CERTIFICATE OF MERGER. On the Closing Date, the Constituent Corporations will cause the Certificate of Merger to be signed, verified and filed with the Secretary of State of Delaware.
