Also known as: amalgamations · amalgamate · amalgamates · amalgamated · amalgamating · merger · corporate merger
Written by attorneys · grounded in primary & secondary sources — see below
A corporate transaction in which two or more entities combine to form a single new entity or one absorbs the other. The resulting organization succeeds to the rights and obligations of the constituent entities under applicable organic statutes.
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Andrew Avery punched Rosa in the face and used her phone to divert payments. The prosecutor charged misdemeanor battery and felony robbery arising from the same act. Under common law merger principles the battery merged into the completed felony so only the robbery conviction could stand.
Artemis Logistics sold land to Aether Technologies. After the buyer accepted the deed the seller's contractual promise to repair the roof was no longer enforceable because the contract merged into the deed.
Aurora Biotech conveyed property to Anchor Bank by warranty deed. After closing the buyer could not sue on the contract's title warranty because that promise merged into and was extinguished by the deed.
Albert Allen's will devised securities in a corporation that later underwent amalgamation with another firm. The additional shares received as a result of the amalgamation passed under the devise to the named beneficiary.
Anika Anand bought commercial property from Anita Ali. The contract contained a merger clause. After closing the buyer could not enforce an oral side promise about parking rights that was not included in the deed.
Alice Atkins sold land to Ariana Azizi. The contract required the seller to build a boundary fence after closing. Because the fence obligation was independent of title the promise survived delivery of the deed and remained enforceable.
Yes. At common law a misdemeanor that formed part of the conduct constituting a felony merged into the felony so the defendant could not be convicted of both.
The contract merges into the deed and most promises not embodied in the deed are discharged leaving the deed as the sole measure of the grantor's obligations.
No. Promises concerning matters other than title such as physical condition covenants or collateral agreements may survive absent clear intent that they merge.
…conditions of death in ways that may be alarming: Highly invasive treatment may perpetuate human existence through a merger of body and machine that some might reasonably regard as an insult to life rather than as its continuation. But those same advances, and the reorganization of medical care accompanying the…