Common use of Articles of Incorporation and Bylaws of the Surviving Corporation Clause in Contracts

Articles of Incorporation and Bylaws of the Surviving Corporation. At the Effective Time, the articles of incorporation of the Company shall be amended so that it reads in its entirety as set forth on Exhibit A. From and after the Effective Time, the articles of incorporation of the Company as so amended shall be the articles of incorporation of the Surviving Corporation until thereafter amended as provided therein or by Applicable Law. The bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the bylaws of the Surviving Corporation from and after the Effective Time until thereafter amended as provided therein, in the articles of incorporation of the Surviving Corporation or by Applicable Law, except that the name of the corporation reflected therein shall be “Aetna Inc.”

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Aetna Inc /Pa/), Agreement and Plan of Merger (CVS HEALTH Corp), Agreement and Plan of Merger

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Articles of Incorporation and Bylaws of the Surviving Corporation. At the Effective Time, the articles of incorporation of the Company shall be amended so that it reads in its entirety as set forth on Exhibit A. From and after the Merger Effective Time, the articles of incorporation of the Company as so amended are in effect immediately prior to the Merger Effective Time shall be amended to read in their entirety as set forth in Exhibit A attached hereto and the bylaws of the Company as are in effect immediately prior to the Merger Effective Time shall be amended to read in their entirety as set forth in Exhibit B attached hereto, and such articles of incorporation and bylaws, as so amended, shall be from and after the Merger Effective Time the articles of incorporation and bylaws of the Surviving Corporation until thereafter amended as provided therein or by Applicable in accordance with the provisions thereof and applicable Law. The bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be the bylaws of the Surviving Corporation from and after the Effective Time until thereafter amended as provided therein, in the articles of incorporation of the Surviving Corporation or by Applicable Law, except that the name of the corporation reflected therein shall be “Aetna Inc.”.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Gray Television Inc), Agreement and Plan of Merger (IAC/InterActiveCorp)

Articles of Incorporation and Bylaws of the Surviving Corporation. At the Effective Time, the The articles of incorporation of the Company shall be amended so that it reads Company, as in its entirety as set forth on Exhibit A. From and after effect immediately prior to the Effective Time, shall at the articles of incorporation of the Company Effective Time be amended and restated in full to read as set forth in Exhibit B, and as so amended and restated, shall be the articles of incorporation of the Surviving Corporation Corporation, until thereafter amended as provided therein or by Applicable LawLaw and such articles of incorporation. The bylaws of the Surviving Corporation shall, as of the Effective Time, be amended and restated in their entirety to be the same as the bylaws of Merger Sub, as in effect immediately prior to the Effective Time, shall be except as to the bylaws name of the Surviving Corporation from and after the Effective Time Corporation, which shall be Captaris, Inc., until thereafter amended as provided thereinby Law, in the articles of incorporation of the Surviving Corporation or by Applicable Law, except that the name of the corporation reflected therein shall be “Aetna Inc.”and such bylaws.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Captaris Inc), Agreement and Plan of Merger (Open Text Corp)

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Articles of Incorporation and Bylaws of the Surviving Corporation. At The articles of incorporation of the Company, as in effect immediately prior to the Effective Time, shall at the Effective Time be amended and restated in full to be the same as the articles of incorporation of the Company shall be amended so that it reads in its entirety as set forth on Exhibit A. From and after the Effective Time, the articles of incorporation of the Company as so amended shall be the articles of incorporation of the Surviving Corporation until thereafter amended as provided therein or by Applicable Law. The bylaws of Merger Sub, as in effect immediately prior to the Effective Time, except that the name of the corporation shall be “aQuantive, Inc.” and as so amended and restated shall be the bylaws articles of incorporation of the Surviving Corporation from and after the Effective Time Corporation, until thereafter amended as provided thereinby Law and such articles of incorporation. The bylaws of Surviving Corporation shall, as of the Effective Time, be amended and restated in their entirety to be the same as the bylaws of the Sub, as in effect immediately prior to the Effective Time, except as to the name of the Surviving Corporation, which shall be aQuantive, Inc., until thereafter amended as provided by Law, the articles of incorporation of the Surviving Corporation or by Applicable Law, except that the name of the corporation reflected therein shall be “Aetna Inc.”and such bylaws.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aquantive Inc)

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