the Merger Contract Clauses (82)

Grouped Into 2 Collections of Similar Clauses From Business Contracts

This page contains the Merger clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
the Merger. Upon the terms and subject to the conditions hereof, on the Effective Date (as hereinafter defined), CETH shall be merged with and into the Parent in accordance with the applicable laws of the State of Nevada (the "Merger"). The separate existence of CETH shall cease, and Parent shall be the surviving corporation under the name "China Energy Technology Corp., Ltd." (the "Surviving Corporation") and shall be governed by the laws of the State of Nevada. 1.2 The Effective Date. The Merger shall bec...ome effective on the date and at the time (the "Effective Date") that: (a) the Articles of Merger, in substantially the form previously circulated among the Board of Directors of the Parent and CETH that the parties hereto intend to deliver to the Secretary of State of the State of Nevada, are accepted and declared effective by the Secretary of State of the State of Nevada; and (b) after satisfaction of the requirements of the laws of the State of Nevada. 1.3 Articles of Incorporation. On the Effective Date, the Articles of Incorporation of the Parent, as in effect immediately prior to the Effective Date, shall continue in full force and effect as the Articles of Incorporation of the Surviving Corporation except that Article 1 of the Articles of Incorporation of the Parent, as the Surviving Corporation, shall be amended to state that the name of the corporation is "China Energy Technology Corp., Ltd." 1.4 Bylaws. On the Effective Date, the Bylaws of Parent, as in effect immediately prior to the Effective Date, shall continue in full force and effect as the bylaws of the Surviving Corporation. 1.5 Directors and Officers. The directors and officers of the Parent immediately prior to the Effective Date shall be the directors and officers of the Surviving Corporation, until their successors shall have been duly elected and qualified or until otherwise provided by law, the Articles of Incorporation of the Surviving Corporation or the Bylaws of the Surviving Corporation. View More
Found in CHINA ENERGY TECHNOLOGY CORP., LTD. contract
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the Merger. Upon the terms and subject to the conditions hereof, on the Effective Date (as hereinafter defined), CETH Subsidiary shall be merged with and into the Parent Yosen in accordance with the applicable laws of the State of Nevada (the "Merger"). The separate existence of CETH Subsidiary shall cease, and Parent Yosen shall be the surviving corporation under the name "China Energy Technology Corp., Ltd." "DBUB Group Inc." (the "Surviving Corporation") and shall be governed by the laws of the State of ...Nevada. 1.2 The (b) Effective Date. The Merger shall become effective on the date and at the time (the "Effective Date") that: (a) (i) the Articles of Merger, in substantially the form previously circulated among approved by the Board of Directors of the Parent and CETH Yosen, that the parties hereto intend to deliver to the Secretary of State of the State of Nevada, are accepted and declared effective by the Secretary of State of the State of Nevada; and (b) (ii) after satisfaction of the requirements of the laws of the State of Nevada. 1.3 (c) Articles of Incorporation. On the Effective Date, the Articles of Incorporation of the Parent, Yosen, as in effect immediately prior to the Effective Date, shall continue in full force and effect as the Articles of Incorporation of the Surviving Corporation except that Article 1 I of the Articles of Incorporation of the Parent, Yosen, as the Surviving Corporation, shall be amended to state that the name of the corporation is "China Energy Technology Corp., Ltd." 1.4 "DBUB Group Inc.." (d) Bylaws. On the Effective Date, the Bylaws of Parent, Yosen, as in effect immediately prior to the Effective Date, shall continue in full force and effect as the bylaws of the Surviving Corporation. 1.5 (e) Directors and Officers. The directors and officers of the Parent Yosen immediately prior to the Effective Date shall be the directors and officers of the Surviving Corporation, until their successors shall have been duly elected and qualified or until otherwise provided by law, the Articles of Incorporation of the Surviving Corporation or the Bylaws of the Surviving Corporation. View More
Found in Yosen Group, Inc. contract
the Merger. Upon the terms and subject to the conditions hereof, on the Effective Date (as hereinafter defined), CETH Subsidiary shall be merged with and into the Parent Diamante in accordance with the applicable laws of the State of Nevada (the "Merger"). The separate existence of CETH Subsidiary shall cease, and Parent Diamante shall be the surviving corporation under the name "China Energy Technology Corp., Ltd." "iMine Corporation" (the "Surviving Corporation") and shall be governed by the laws of the S...tate of Nevada. 1.2 The (b) Effective Date. The Merger shall become effective on the date and at the time (the "Effective Date") that: (a) (i) the Articles of Merger, in substantially the form previously circulated among approved by the Board of Directors of the Parent and CETH Diamante, that the parties hereto intend to deliver to the Secretary of State of the State of Nevada, are accepted and declared effective by the Secretary of State of the State of Nevada; and (b) (ii) after satisfaction of the requirements of the laws of the State of Nevada. 1.3 (c) Articles of Incorporation. On the Effective Date, the Articles of Incorporation of the Parent, Diamante, as in effect immediately prior to the Effective Date, shall continue in full force and effect as the Articles of Incorporation of the Surviving Corporation except that Article 1 I of the Articles of Incorporation of the Parent, Diamante, as the Surviving Corporation, shall be amended to state that the name of the corporation is "China Energy Technology Corp., Ltd." 1.4 "iMine Corporation." (d) Bylaws. On the Effective Date, the Bylaws of Parent, Diamante, as in effect immediately prior to the Effective Date, shall continue in full force and effect as the bylaws of the Surviving Corporation. 1.5 (e) Directors and Officers. The directors and officers of the Parent Diamante immediately prior to the Effective Date shall be the directors and officers of the Surviving Corporation, until their successors shall have been duly elected and qualified or until otherwise provided by law, the Articles of Incorporation of the Surviving Corporation or the Bylaws of the Surviving Corporation. 2. Effect of the Merger upon Shares (a) Common Stock of Diamante. The capital stock of Diamante shall not affected by the Merger. Each share of common stock of Diamante, par value of $0.001 per share, issued and outstanding immediately prior to the Effective Date shall continue to represent one fully paid and non-assessable share of the common stock, par value of $0.001 per share, of Diamante, as the Surviving Corporation. (b) Common Stock of Subsidiary. Upon the Effective Date, by virtue of the Merger and without any action on the part of the holder thereof, each share of common stock of Subsidiary, par value of $0.001 per share, issued and outstanding immediately prior to the Effective Date shall be cancelled. View More
Found in iMine Corp contract
the Merger. Upon the terms and subject to the conditions hereof, on the Effective Date (as hereinafter defined), CETH CTC shall be merged with and into the Parent FWSI in accordance with the applicable laws of the State of Nevada (the "Merger"). The separate existence of CETH CTC shall cease, and Parent FWSI shall be the surviving corporation under the name "China Energy Technology Corp., Ltd." "Cannabis Therapy Corp." (the "Surviving Corporation") and shall be governed by the laws of the State of Nevada. 1....2 The Effective Date. The Merger shall become effective on the date and at the time (the "Effective Date") that: (a) the Articles of Merger, in substantially the form previously circulated among the Board of Directors of the Parent FWSI and CETH CTC, that the parties hereto intend to deliver to the Secretary of State of the State of Nevada, are accepted and declared effective by the Secretary of State of the State of Nevada; and (b) after satisfaction of the requirements of the laws of the State of Nevada. 1.3 Articles of Incorporation. On the Effective Date, the Articles of Incorporation of the Parent, FWSI, as in effect immediately prior to the Effective Date, shall continue in full force and effect as the Articles of Incorporation of the Surviving Corporation except that Article 1 of the Articles of Incorporation of the Parent, FWSI, as the Surviving Corporation, shall be amended to state that the name of the corporation is "China Energy Technology Corp., Ltd." "Cannabis Therapy Corp.". 1.4 Bylaws. On the Effective Date, the Bylaws of Parent, FWSI, as in effect immediately prior to the Effective Date, shall continue in full force and effect as the bylaws of the Surviving Corporation. 1.5 Directors and Officers. The directors and officers of the Parent FWSI immediately prior to the Effective Date shall be the directors and officers of the Surviving Corporation, until their successors shall have been duly elected and qualified or until otherwise provided by law, the Articles of Incorporation of the Surviving Corporation or the Bylaws of the Surviving Corporation. View More
Found in PEAK PHARMACEUTICALS, INC. contract
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the Merger. In accordance with Section 251(g) of the DGCL and subject to, and upon the terms and conditions of, this Agreement, Merger Sub shall be merged with and into the Company (the "Merger"), the separate corporate existence of Merger Sub shall cease, and the Company shall continue as the surviving corporation of the Merger (the "Surviving Corporation"). At the Effective Time, the effects of the Merger shall be as provided in this Agreement and in Section 259 of the DGCL.
Found in MDU Resources Group Inc contract
the Merger. In accordance with Section 251(g) of the DGCL and subject to, NYBCL and upon the terms and subject to the conditions of, of this Agreement, Merger Sub shall be merged with and into the Company (the "Merger"), the separate corporate existence of Merger Sub shall cease, and the Company shall continue as the surviving corporation of the Merger (the "Surviving Corporation"). At the Effective Time, the effects of the Merger shall be as provided in this Agreement and in Section 259 of the DGCL. NYBCL.... View More
Found in Xerox contract
the Merger. In accordance with Section 251(g) of the DGCL and subject to, and upon the terms and conditions of, this Agreement, Merger Sub shall be merged with and into the Company (the "Merger"), the separate corporate existence of Merger Sub shall cease, and the Company shall continue as the surviving corporation of the Merger (the "Surviving Corporation"). Corporation") and a wholly owned subsidiary of Holdco. At the Effective Time, the effects of the Merger shall be as provided in this Agreement and in ...Section Sections 251(g) and 259 of the DGCL. View More
Found in Welltower Inc. contract
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