The First Merger. Subject to the terms and conditions set forth herein, CPF XV shall be merged with and into New CPF XV (the “First Merger”), with New CPF XV as the surviving entity (the “First Surviving Entity”). As soon as practicable after all of the conditions to the First Merger set forth herein have been satisfied, CPF XV and New CPF XV shall (i) execute a certificate of merger and cause such certificate to be filed with the Secretary of State of the State of California and (ii) execute a certificate of merger and cause such certificate to be filed with the Secretary of State of the State of Delaware. The First Merger shall become effective upon the filing of such certificates (the “First Effective Time”). At the First Effective Time, the First Merger shall have the effect provided by applicable law and this Agreement, including, but not limited to, the following consequences:
Appears in 2 contracts
Samples: Amended and Restated Agreement and Plan of Merger (Century Properties Fund Xv), Agreement and Plan of Merger (Century Properties Fund Xv)
The First Merger. Subject to the terms and conditions set forth herein, CPF XV AIP shall be merged with and into New CPF XV AIP (the “First Merger”), with New CPF XV AIP as the surviving entity (the “First Surviving Entity”). As soon as practicable after all of the conditions to the First Merger set forth herein have been satisfied, CPF XV AIP and New CPF XV AIP shall (i) execute a certificate of merger and cause such certificate to be filed with the Secretary of State of the State of California and (ii) execute a certificate of merger and cause such certificate to be filed with the Secretary of State of the State of Delaware. The First Merger shall become effective upon the filing of such certificates (the “First Effective Time”). At the First Effective Time, the First Merger shall have the effect provided by applicable law and this Agreement, including, but not limited to, the following consequences:
Appears in 2 contracts
Samples: Amended and Restated Agreement and Plan of Merger (Angeles Income Properties LTD 6), Agreement and Plan of Merger (Angeles Income Properties LTD 6)
The First Merger. Subject to the terms and conditions set forth herein, CPF XV NPI shall be merged with and into New CPF XV NPI (the “First Merger”), with New CPF XV NPI as the surviving entity (the “First Surviving Entity”). As soon as practicable after all of the conditions to the First Merger set forth herein have been satisfied, CPF XV and New CPF XV shall (i) NPI and New NPI shall execute a certificate of merger and cause such certificate to be filed with the Secretary of State of the State of California and (ii) New NPI shall execute a certificate of merger and cause such certificate to be filed with the Secretary of State of the State of Delaware. The First Merger shall become effective upon the filing of such certificates (the “First Effective Time”). At the First Effective Time, the First Merger shall have the effect provided by applicable law and this Agreement, including, but not limited to, the following consequences:
Appears in 1 contract
Samples: Agreement and Plan of Merger (National Property Investors Iii)
