Articles of Incorporation and Bylaws. At the Effective Time, the Articles of Incorporation and Bylaws of Merger Sub, each as in effect immediately prior to the Effective Time, shall automatically become the respective Articles of Incorporation and Bylaws of the Surviving Corporation; provided that the name of the Surviving Corporation in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the Parties.”
Appears in 3 contracts
Samples: Second Amendment (Megalith Financial Acquisition Corp), Second Amendment (Megalith Financial Acquisition Corp), Agreement and Plan of Merger (Customers Bancorp, Inc.)
Articles of Incorporation and Bylaws. At the Effective Time, the The Articles of Incorporation and Bylaws of Merger Sub, each as Sub in effect immediately prior to the Effective Time, Time shall automatically become be the respective Articles of Incorporation and Bylaws of the Surviving Corporation; provided that Corporation following the name of the Surviving Corporation in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the PartiesMerger until otherwise amended or repealed.”
Appears in 3 contracts
Samples: Agreement and Plan of Reorganization (Mercantile Bancorporation Inc), Agreement and Plan of Reorganization (Firstbank of Illinois Co), Agreement and Plan of Reorganization (Mercantile Bancorporation Inc)
Articles of Incorporation and Bylaws. At Effective immediately following the Effective TimeMerger, the Articles articles of Incorporation incorporation and Bylaws bylaws of Merger Sub, each Sub as in effect immediately prior to the Effective Time, Time shall automatically become be the respective Articles articles of Incorporation incorporation and Bylaws bylaws of the Surviving Corporation; provided that the name of the Surviving Corporation , until amended in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the Partiesaccordance with applicable law.”
Appears in 2 contracts
Samples: Agreement and Plan of Merger (GreenHouse Holdings, Inc.), Agreement and Plan of Merger (Premier Alliance Group, Inc.)
Articles of Incorporation and Bylaws. At the Effective Time, the Articles of Incorporation and the Bylaws of Merger Sub, each as in effect immediately prior to Sub shall be the Effective Time, shall automatically become the respective Articles of Incorporation and Bylaws of the Surviving Corporation; , in each case until thereafter changed or amended as provided that the name of the Surviving Corporation therein or in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the Partiesaccordance with applicable Law.”
Appears in 2 contracts
Samples: Agreement of Merger (Sunrise Assisted Living Inc), Agreement of Merger (Karrington Health Inc)
Articles of Incorporation and Bylaws. At the Effective Time, the The Articles of Incorporation and Bylaws of Merger Sub, each as Sub in effect immediately prior to the Effective Time, Time shall automatically become be the respective Articles of Incorporation and Bylaws of the Surviving Corporation; provided that Corporation fol- lowing the name of the Surviving Corporation in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the PartiesMerger until otherwise amended or repealed.”
Appears in 2 contracts
Samples: Agreement and Plan of Reorganization (Mercantile Bancorporation Inc), Agreement and Plan of Reorganization (Roosevelt Financial Group Inc)
Articles of Incorporation and Bylaws. At the Effective Time, the Articles articles of Incorporation incorporation and Bylaws bylaws of Merger Sub, each as in effect immediately prior to the Effective Time, shall automatically become be the respective Articles articles of Incorporation incorporation and Bylaws of the Surviving Corporation; provided that the name bylaws of the Surviving Corporation in such Articles until thereafter changed or amended as provided therein or by applicable Law; provided, however, that Article I of Incorporation and Bylaws the articles of incorporation of the Surviving Corporation shall be changed amended in its entirety to a read as follows: “The name to be mutually agreed by of the Partiescorporation is ProCentury Corporation.”
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Procentury Corp), Agreement and Plan of Merger (Meadowbrook Insurance Group Inc)
Articles of Incorporation and Bylaws. At the Effective Time, the (i) The Articles of Incorporation and Bylaws of the Merger Sub, each as in effect immediately prior to the Effective Time, shall automatically become be the respective Articles of Incorporation and Bylaws of the Surviving Corporation; provided that the name of the Surviving Corporation in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed until thereafter amended as provided therein or by the Partiesapplicable law.”
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Fullcircle Registry Inc), Agreement and Plan of Merger (Swordfish Financial, Inc.)
Articles of Incorporation and Bylaws. At the Effective Time, the Articles articles of Incorporation and Bylaws incorporation of Merger Sub, each as Sub shall be the articles of incorporation of the Surviving Corporation until thereafter amended in effect immediately prior to accordance with applicable Law and such articles of incorporation. At the Effective Time, the bylaws of Merger Sub shall automatically become be the respective Articles of Incorporation and Bylaws of the Surviving Corporation; provided that the name bylaws of the Surviving Corporation until thereafter amended in accordance with applicable Law, the articles of incorporation of the Surviving Corporation and such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the Partiesbylaws.”
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Sands Regent), Agreement and Plan of Merger (Herbst Gaming Inc)
Articles of Incorporation and Bylaws. At (a) The articles of incorporation of Merger Sub in effect at the Effective Time, Time shall be the Articles articles of Incorporation and Bylaws of Merger Sub, each as in effect immediately prior to the Effective Time, shall automatically become the respective Articles of Incorporation and Bylaws of the Surviving Corporation; provided that the name incorporation of the Surviving Corporation until amended in such Articles of Incorporation accordance with the terms thereof and Bylaws shall be changed to a name to be mutually agreed by the Partieswith applicable Laws.”
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Procter & Gamble Co), Agreement and Plan of Merger (Recovery Engineering Inc)
Articles of Incorporation and Bylaws. At the Effective Time, the The Articles of Incorporation and Bylaws of Merger Sub, each as in effect immediately prior to the Effective Time, shall automatically become be the respective Articles of Incorporation and Bylaws Bylaws, respectively of the Surviving Corporation; provided Corporation as of the Effective Time, except that such Articles of Incorporation shall be amended as of the Effective Time to state that the name of the Surviving Corporation in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the Parties“Pacer Technology”.”
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pacer Technology), Agreement and Plan of Merger (Pacer Technology)
Articles of Incorporation and Bylaws. At the Effective Time, the The Articles of Incorporation and Bylaws of the Merger Sub, each as in effect immediately prior to the Effective Time, shall automatically become be the respective Articles of Incorporation and Bylaws of the Surviving Corporation; provided that the name of the Surviving Corporation until thereafter changed or amended in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the Partiesaccordance with applicable law.”
Appears in 2 contracts
Samples: Employment Agreement (Celerity Group Inc), Employment Agreement (Celerity Group Inc)
Articles of Incorporation and Bylaws. (a) At the Effective Time, the Articles articles of Incorporation incorporation and Bylaws of Merger Sub, each as in effect immediately prior to the Effective Time, shall automatically become the respective Articles of Incorporation and Bylaws bylaws of the Surviving Corporation; provided Corporation shall be amended and restated to be in the form of the articles of incorporation and bylaws of Merger Sub as of the date of this Agreement, except that the name of the Surviving Corporation in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the Partieschanged, until such articles of incorporation and bylaws are thereafter amended and restated in accordance with their respective terms and applicable Law.”
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Denbury Resources Inc), Agreement and Plan of Merger (Penn Virginia Corp)
Articles of Incorporation and Bylaws. At (a) As of the Effective Time, the Articles articles of Incorporation and Bylaws incorporation of Merger Sub, each Subsidiary as in effect immediately prior to the Effective TimeTime shall be amended and restated pursuant to the terms set forth in the Articles of Merger and, as so amended and restated, shall automatically become be the respective Articles articles of Incorporation and Bylaws of the Surviving Corporation; provided that the name incorporation of the Surviving Corporation until amended in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the Partiesaccordance with applicable Law.”
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dolphin Digital Media Inc)
Articles of Incorporation and Bylaws. (a) At the Effective Time, the Articles of Incorporation and Bylaws of the Surviving Corporation will be those of Merger Sub, each as in effect Sub immediately prior to the Effective Time, shall automatically become the respective Articles of Incorporation and Bylaws of the Surviving Corporation; provided that the name of the Surviving Corporation in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the Parties.”
Appears in 1 contract
Articles of Incorporation and Bylaws. At the Effective Time, the Articles of Incorporation and the Bylaws of Merger SubCorp., each as in effect immediately prior to the Effective Time, shall automatically become be the respective Articles of Incorporation and the Bylaws of the Surviving Corporation; provided that the name of the Surviving Corporation in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the Parties.”
Appears in 1 contract
Samples: Agreement and Plan of Merger (Merchants & Manufacturers Bancorporation Inc)
Articles of Incorporation and Bylaws. At the Effective Time, the Articles The articles of Incorporation incorporation and Bylaws bylaws of Merger Sub, each as in effect immediately prior to the Effective Time, shall automatically become be the respective Articles articles of Incorporation incorporation and Bylaws of the Surviving Corporation; provided that the name bylaws of the Surviving Corporation until thereafter changed or amended as provided in such Articles the articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed incorporation, the bylaws, or by the Partiesapplicable law.”
Appears in 1 contract
Samples: Merger Agreement (Wellstone Filter Sciences Inc /De/)
Articles of Incorporation and Bylaws. At the Effective Timetime, the Articles of Incorporation and Bylaws of the Company shall be amended and restated to be identical to the Articles of Incorporation and Bylaws of Merger Sub, each as Sub in effect immediately prior to the Effective Time, which shall automatically become be the respective Articles of Incorporation and Bylaws of the Surviving Corporation; provided that the name of the Surviving Corporation , until thereafter amended in such Articles of Incorporation accordance with their respective terms and Bylaws shall be changed to a name to be mutually agreed by the Partiesapplicable law.”
Appears in 1 contract
Articles of Incorporation and Bylaws. At the Effective Time, the Articles of Incorporation and Bylaws of Merger Sub, each as amended (the “Merger Sub Articles”), as then in effect immediately prior to effect, will be the Effective Time, shall automatically become the respective Articles of Incorporation of the Surviving Corporation, and the Bylaws of Merger Sub (the “Merger Sub Bylaws”), as then in effect, will be the Bylaws of the Surviving Corporation; provided that the name of the Surviving Corporation in such Articles of Incorporation and Bylaws shall be changed to a name to be mutually agreed by the Parties.”
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pacific Continental Corp)
